Thomson and Reuters Provide EC Regulatory Update
30 Ottobre 2007 - 8:14PM
PR Newswire (US)
STAMFORD, Conn. and LONDON, Oct. 30 /PRNewswire-FirstCall/ -- The
Thomson Corporation (NYSE: TOC; TSX: TOC) and Reuters
(LSE:RTRLSE:Nasdaq:LSE:RTRSY) today confirmed that they have
requested a 10 working day extension to the European Commission's
ongoing regulatory Phase II review of Thomson's proposed
acquisition of Reuters. This extension was volunteered by both
companies to allow the Commission more time to assimilate all of
the information provided by Thomson and Reuters, as well as third
parties, in the interests of securing a clearance decision within
an expedited timeframe. (Logo:
http://www.newscom.com/cgi-bin/prnh/20020227/NYW014LOGO )
Additional updates to the Commission's timetable could occur
throughout the course of the review process, though Thomson and
Reuters continue to anticipate completion of the Commission's Phase
II review in the first quarter of 2008. About The Thomson
Corporation: The Thomson Corporation (http://www.thomson.com/) is a
global leader in providing essential electronic workflow solutions
to business and professional customers. With operational
headquarters in Stamford, Conn., Thomson provides value-added
information, software tools and applications to professionals in
the fields of law, tax, accounting, financial services, scientific
research and healthcare. The Corporation's common shares are listed
on the New York and Toronto stock exchanges (NYSE: TOC; TSX: TOC).
About Reuters: Reuters (http://www.reuters.com/), the global
information company, provides indispensable information tailored
for professionals in the financial services, media and corporate
markets. Through reuters.com and other digital properties, Reuters
now also supplies its trusted content direct to individuals.
Reuters drives decision making across the globe based on a
reputation for speed, accuracy and independence. Reuters has 17,500
staff in 94 countries, including 2,400 editorial staff in 196
bureaux serving 131 countries. In 2006, Reuters revenues were euro
2.6 billion. The directors of Thomson and Reuters accept
responsibility for the information contained in this announcement.
To the best of the knowledge and belief of the directors of Thomson
and Reuters (who have taken all reasonable care to ensure such is
the case), the information contained herein for which they accept
responsibility is in accordance with the facts and does not omit
anything likely to affect the import of such information. DEALING
DISCLOSURE REQUIREMENTS Under the provisions of Rule 8.3 of the
Takeover Code (the 'Code'), if any person is, or becomes,
'interested' (directly or indirectly) in 1% or more of any class of
'relevant securities' of Thomson or of Reuters, all 'dealings' in
any 'relevant securities' of that company (including by means of an
option in respect of, or a derivative referenced to, any such
'relevant securities') must be publicly disclosed by no later than
3.30 pm (London time) on the London business day following the date
of the relevant transaction. This requirement will continue until
the date on which the Transaction becomes, or is declared,
unconditional, lapses or is otherwise withdrawn or on which the
'offer period' otherwise ends. If two or more persons act together
pursuant to an agreement or understanding, whether formal or
informal, to acquire an 'interest' in 'relevant securities' of
Thomson or Reuters, they will be deemed to be a single person for
the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the
Code, all 'dealings' in 'relevant securities' of Thomson or Reuters
by Thomson or Reuters, or by any of their respective 'associates',
must be disclosed by no later than 12.00 noon (London time) on the
London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose
'relevant securities' 'dealings' should be disclosed, and the
number of such securities in issue, can be found on the Takeover
Panel's website at http://www.thetakeoverpanel.org.uk/. 'Interests
in securities' arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price
of securities. In particular, a person will be treated as having an
'interest' by virtue of the ownership or control of securities, or
by virtue of any option in respect of, or derivative referenced to,
securities. Terms in quotation marks are defined in the Code, which
can also be found on the Panel's website. If you are in any doubt
as to whether or not you are required to disclose a 'dealing' under
Rule 8, you should consult the Panel. CAUTIONARY NOTE CONCERNING
FACTORS THAT MAY AFFECT FUTURE RESULTS This news release includes
forward-looking statements, such as Thomson's and Reuters beliefs
and expectations regarding the European Commission regulatory
review process for their proposed transaction. These statements are
based on certain assumptions and reflect Thomson's and Reuters
current expectations. There can be no assurance that the European
Commission regulatory review process will be completed during the
time period specified in this news release, or that the proposed
transaction will be consummated. The closing of the proposed
transaction is subject to various regulatory approvals and the
fulfillment of certain conditions, and there can be no assurance
that any such approvals will be obtained and/or such conditions
will be met. All forward-looking statements in this news release
are subject to a number of risks and uncertainties that could cause
actual results or events to differ materially from current
expectations. These risks and uncertainties include, without
limitation, the effect of regulatory conditions, if any, imposed by
regulatory authorities and the reaction of Thomson's and Reuters
customers, suppliers, competitors and others to the proposed
transaction. Additional factors that could cause actual results or
events to differ materially from current expectations are discussed
in Thomson's and Reuters respective materials filed with the
securities regulatory authorities in Canada, the United Kingdom and
the United States (as the case may be) from time to time including
The Thomson Corporation's 2006 Annual Report on Form 40-F and
Reuters Group PLC's 2006 Annual Report on Form 20-F, each of which
has been filed with the U.S. Securities and Exchange Commission
(SEC). Any forward-looking statements made by or on behalf of
Thomson or Reuters speak only as of the date they are made. Thomson
and Reuters each disclaim any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, other than as required by
law. This document does not constitute an offer for sale of any
securities or an offer or an invitation to purchase any such
securities. Following satisfaction or waiver of the pre-conditions
to the proposed transaction, documents relating to the proposed
transaction will be furnished to or filed with the SEC.
Shareholders are urged to read such documents regarding the
proposed transaction if and when they become available, because
they will contain important information. Shareholders will be able
to obtain free copies of these documents, as well as other filings
containing information about the companies, without charge, at the
SEC's website at http://www.sec.gov/, at the Canadian securities
regulatory authorities' website at http://www.sedar.com/ (in the
case of Thomson) and from Thomson and Reuters. These documents will
also be available for inspection and copying at the public
reference room maintained by the SEC at 100 F Street, N.E.,
Washington, D.C. 20549, United States. For further information
about the public reference room, call the SEC at 1-800- 732-0330.
Contacts: Reuters: Investor Relations enquiries Miriam McKay Global
Head of Investor Relations, Reuters +44 (0) 207 542 7057 +44 (0)
7990 567057 The Thomson Corporation: Investor Relations enquiries
Frank J. Golden Vice President, Investor Relations +1 (203) 539
8470 UK Media enquiries Victoria Brough Global Head of Financial PR
+44 (0) 207 542 8763 US Media enquiries Frank DeMaria SVP,
Corporate Communications, Americas +1 646 223 5507 US Media
enquiries Fred Hawrysh Global Director, External Communications +1
(203) 539 8314 UK Media enquiries Will Tanner Edward Simpkins
Finsbury +44 (0) 207 251 3801
http://www.newscom.com/cgi-bin/prnh/20020227/NYW014LOGO
http://photoarchive.ap.org/ DATASOURCE: The Thomson Corporation
CONTACT: Investors: Miriam McKay, Global Head of Investor
Relations, Reuters, +44 0 207 542 7057, +44 0 7990 567057, ; or
Investors: Frank J. Golden of The Thomson Corporation, Vice
President, +1-203-539-8470, ; or UK Media enquiries: Victoria
Brough, Global Head of Financial PR, +44 0 207 542 8763, ; or Will
Tanner, , or Edward Simpkins, , both of Finsbury, +44 0 207 251
3801; or US Media enquiries: Frank DeMaria of Reuters, SVP,
Corporate Communications, Americas, +1-646-223-5507, , or Fred
Hawrysh of The Thomson Corporation, Global Director, External
Communications, +1-203-539-8314, Web site: http://www.thomson.com/
http://www.reuters.com/ http://www.thetakeoverpanel.org.uk/
http://www.sec.gov/
Copyright