Financial news and data giant Thomson Reuters (NYSE: TRI; TSX: TRI; LSE: TRIL; NASDAQ: TRIN) announced plans to unify its capital structure by delisting its shares from the London Stock Exchange and the Nasdaq and remaining quoted on the Toronto and New York Stock Exchanges.
The board recommends that all shareholders vote in favor of unification of its dual listed company (DLC) structure at shareholder meetings scheduled for August 7 2009, it said in a statement.
Following the proposed unification, Thomson Reuters PLC shareholders will have the same economic interest in Thomson Reuters as they do under the current DLC structure. Thomson Reuters PLC shareholders will receive one share in Thomson Reuters Corp for every PLC share held.
Holders of Thomson Reuters PLC American Depositary Shares (ADSs) will receive six Thomson Reuters Corp common shares for each ADS held. Holders of Thomson Reuters Corp common shares will continue to hold their existing shares.
“When we formed Thomson Reuters, we believed a DLC structure was the best way for Reuters shareholders to stay invested in our shares and participate in our growth,” said CEO Thomas Glocer. However, the shareholders of Thomson Reuters have changed considerably, and UK shareholders now only constitute 5 percent of the combined shareholder base”.
“Our commitment to customers, employees and other stakeholders in London, the UK and Europe is unchanged by where we list our shares. London is a vital global capital for the markets that we serve, and home to more than 5,000 of our employees,” Glocer added.
The proposed unification will have no impact on Thomson Reuters global businesses, operations, strategy, financial position or employees. Further, it will have no impact on dividend policy, credit ratings, the composition of the Board or the senior management team.
In connection with unification, Thomson Reuters may repurchase the equivalent of up to US$500 million of shares in one or more of its markets.
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