Thomson Reuters Announces Cash Distribution Per Share and Share Consolidation Ratio for Return of Capital and Share Consolidation Transactions
Participating shareholders to receive cash distribution of
Shares to begin trading on a post-consolidated basis on
- The return of capital and share consolidation transactions consist of a distribution of
US$1.435518 per common share (US$605 million in the aggregate) and a consolidation of the company's outstanding common shares (or "reverse stock split") at a ratio of 1 pre-consolidated share for 0.984560 post-consolidated shares. The share consolidation is proportional to the special cash distribution and the share consolidation ratio was based on the volume weighted average trading price of the shares on the Nasdaq for the five trading day period which ended today. - Eligible shareholders who duly exercised their right to opt out of the return of capital will not receive the cash distribution. Each opting-out shareholder will still participate in the transactions through a share exchange and the share consolidation, but will continue to hold the same number of shares that it currently holds. Such opting-out shareholders will realize a proportionate increase in their equity and voting interests in the company by virtue of the consolidation of the participating shares under the share consolidation.
As promptly as practicable after the transactions are effective, Computershare Investor Services Inc., the company's depositary for the transactions, will deliver cash distribution amounts to registered participating shareholders, subject to the terms and conditions of the transactions. The effects of the share consolidation will be reflected in the company's share register. Beneficial or non-registered shareholders participating in the return of capital will receive cash distributions from their intermediary and the effects of the share consolidation will be recorded in their accounts.
Fractional shares will not be issued as part of the return of capital and share consolidation transactions and shareholders will receive the value of any fractional shares in cash, subject to certain exceptions described in the company's management proxy circular dated
The Canadian and
Further details of the return of capital and share consolidation transactions are described in the Circular and related materials, which are available on www.thomsonreuters.com/2026specialmeeting. The return of capital and share consolidation documents were previously filed with the Canadian securities regulatory authorities on SEDAR+ and are available at www.sedarplus.ca. The documents were also furnished to the U.S. Securities and Exchange Commission through EDGAR and are available at www.sec.gov.
About Thomson Reuters
Thomson Reuters (TSX/Nasdaq: TRI) informs the way forward by bringing together the trusted content and technology that people and organizations need to make the right decisions. The company serves professionals across legal, tax, audit, accounting, compliance, government, and media. Its products combine highly specialized software and insights to empower professionals with the data, intelligence, and solutions needed to make informed decisions, and to help institutions in their pursuit of justice, truth and transparency. Reuters, part of Thomson Reuters, is the world's leading provider of trusted journalism and news. For more information, visit thomsonreuters.com.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this news release are forward-looking within the meaning of applicable Canadian and
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SOURCE Thomson Reuters
