TORONTO, June 7, 2018 /PRNewswire/ -- Thomson Reuters
(TSX / NYSE: TRI) today announced that it plans to buy back up to
an additional US$1 billion of its
shares under a new repurchase program. The new buyback program is
in addition to the US$500 million repurchase program that
Thomson Reuters announced in May
2018. Thomson Reuters has repurchased approximately
US$231 million of shares since
resuming buybacks last month.
Repurchases under the combined US$1.5
billion buyback programs would allow the company to reduce
the size of a contemplated US$9-10
billion substantial issuer bid/tender offer (SIB) that Thomson
Reuters plans to make to all shareholders in connection with the
sale of a 55% interest in the company's Financial & Risk
business, as previously announced.
The SIB may be at a premium to the then-current market price of
the company's shares. The company's principal shareholder
(Woodbridge) is expected to
participate pro rata in the SIB.
Under the NCIB, shares may be repurchased in open market
transactions on the TSX, the NYSE and/or other exchanges and
alternative trading systems, if eligible, or by such other means as
may be permitted by the TSX and/or NYSE or under applicable law,
including private agreement purchases if Thomson Reuters receives
an issuer bid exemption order in the future from applicable
securities regulatory authorities in Canada for such purchases. The price that
Thomson Reuters pays for common shares in open market transactions
is the market price at the time of purchase or such other price as
may be permitted by the TSX. Any private agreement purchases made
under an exemption order may be at a discount to the prevailing
market price. On June 5, 2018, there
were 706,108,129 Thomson Reuters common shares outstanding. Any
shares that are repurchased are cancelled.
From time to time when Thomson Reuters does not possess material
nonpublic information about itself or its securities, it may enter
into a pre-defined plan with its broker to allow for the repurchase
of shares at times when the company ordinarily would not be active
in the market due to its own internal trading blackout periods,
insider trading rules or otherwise. Any such plans entered into
with the company's broker will be adopted in accordance with
applicable Canadian securities laws and the requirements of Rule
10b5-1 under the U.S. Securities Exchange Act of 1934, as
amended.
Decisions regarding any future repurchases will depend on the
timing of the closing of the proposed Financial & Risk
transaction and other factors, such as market conditions, share
price and other opportunities to invest capital for growth. Thomson
Reuters may elect to suspend or discontinue share repurchases at
any time, in accordance with applicable laws.
Thomson Reuters
Thomson Reuters is the world's leading source of news and
information for professional markets. Our customers rely on us to
deliver the intelligence, technology and expertise they need to
find trusted answers. The business has operated in more than 100
countries for more than 100 years. Thomson Reuters shares are
listed on the Toronto and New York
Stock Exchanges. For more information, visit
www.thomsonreuters.com.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this news release are forward-looking,
including the company's plans to repurchase up to US$1.5 billion of its common shares and make a
substantial issuer bid/tender offer to its 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. There is no assurance that a
transaction involving all or part of the Financial & Risk
business will be completed, that a substantial issuer bid/tender
offer will occur, or that other events described in any
forward-looking statement will materialize. You are cautioned not
to place undue reliance on forward-looking statements which reflect
expectations only as of the date of this news release. Except as
may be required by applicable law, Thomson Reuters disclaims any
obligation to update or revise any forward-looking
statements.
This news release does not constitute an offer to purchase,
or a solicitation of an offer to sell, securities of the company,
nor is it a substitute for any issuer bid, tender offer or other
documents that may be filed by the company with the Canadian
securities regulatory authorities or the U.S. Securities and
Exchange Commission.
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
|
View original content with
multimedia:http://www.prnewswire.com/news-releases/thomson-reuters-announces-new-us1-billion-share-repurchase-program-300661455.html
SOURCE Thomson Reuters