Information giant Thomson Reuters (NYSE: TRI) has announced early tender results for its previously announced cash tender offer (the “Tender Offer”) to purchase up to an aggregate principal amount of US$650 million (the “Maximum Amount”) of debt securities listed in the table below (collectively, the “Notes”).
As more than the Maximum Amount of Notes was validly tendered (and not validly withdrawn) at or before the Early Tender Deadline (as defined below), Thomson Reuters expects to accept for purchase approximately US$650 million principal amount of Notes.
The Tender Offer is being made pursuant to, and subject to the terms and conditions in an offer to purchase, dated September 19, 2018 (the “Offer to Purchase”), which sets forth a description of the terms of the Tender Offer.
According to information received from D.F. King & Co., Inc., the Information and Tender Agent for the Tender Offer, the principal amount of each series of Notes that were validly tendered and not validly withdrawn in the Tender Offer as of 5:00 p.m., New York City time, on October 2, 2018 (the “Early Tender Deadline”) for each Acceptance Priority Level being repurchased is set forth in the table below.
| Title of Security | CUSIP Number | Acceptance Priority Level | Aggregate Principal Amount Outstanding Prior to the Tender Offer | Aggregate Principal Amount Tendered as of the Early Tender Deadline | Percent of Amount Outstanding Tendered as of the Early Tender Deadline |
| 4.50% Notes due May 2043 | 884903BM6 | 1 | US$350,000,000 | US$230,955,000 | 66.0% |
| 3.95% Notes due Sept. 2021 | 884903BK0 | 2 | US$350,000,000 | US$211,106,000 | 60.3% |
| 3.85% Notes due Sept. 2024 | 884903BT1 | 3 | US$450,000,000 | US$299,801,000 | 66.6% |
| 3.35% Notes due May 2026 | 884903BV6 | 4 | US$500,000,000 | US$185,027,000 | 37.0% |
| 4.30% Notes due Nov. 2023 | 884903BQ7 | 5 | US$600,000,000 | US$308,562,000 | 51.4% |
Holders whose Notes were validly tendered and not withdrawn at or before the Early Tender Deadline and are accepted for purchase will receive the consideration to be calculated at 11:00 a.m., New York City time, on October 3, 2018. The settlement for these Notes is expected to take place on October 5, 2018 (the “Initial Settlement Date”), subject to the satisfaction or waiver of the conditions described in the Offer to Purchase under the heading “Terms of the Tender Offer – Conditions of the Tender Offer.” The principal amount of each series of Notes that is purchased on the Initial Settlement Date will be determined in accordance with the acceptance priority levels and the proration procedures described in the Offer to Purchase.
As more than the Maximum Amount of Notes was validly tendered (and not validly withdrawn) at or before the Early Tender Deadline, Thomson Reuters will not accept for purchase any further tenders of Notes.
Notes validly tendered pursuant to the Tender Offer and not accepted for purchase due to the acceptance priority levels or due to proration will be promptly returned to the tendering holders.