FACTBOX: Thomson in talks to buy Reuters for $17.6 bln
LONDON (Reuters) - Canada's Thomson Corp TOC.TO is in talks to buy Reuters Group Plc RTR.L for about 8.8 billion pounds ($17.6 billion) to create the world's biggest news and financial data company, the two firms said on Tuesday.
Following are key details of the potential deal.
** Each Reuters share would be entitled to 352.5 pence per share in cash and 0.16 Thomson share.
** The deal would value each Reuters share at 697 pence, based on Monday's closing prices, a 42 percent premium to Reuters closing share price on Thursday which was the day before it announced a bid approach.
** Reuters will pay a 12 pence dividend for 2007, with 5 pence payable as an interim dividend.
The total paid would be subject to proportionate adjustment if closing occurred before end-December. If closing occurred next year, a proportionate 2008 dividend will also be paid.
** The firms forecast they would make over $500 million of annual synergies within three years of completion.
** The enlarged, dual-listed group will be called Thomson-Reuters, and the combined Thomson Financial unit and Reuters financial and media businesses will be called Reuters.
** The combined group will also adopt the Reuters trust principles aimed at safeguarding the independence of Reuters news, the joint statement said. The Reuters trustees have a "golden share" capable of blocking a takeover of the company.
** Woodbridge, the Thomson family holding company that will own about 53 percent of the combined company, would vote in favor of the deal.
** Other Thomson shareholders would own 23 percent of the combined business and Reuters shareholders will own 24 percent.
** Reuters Chief Executive Tom Glocer will become chief executive of the combined company.
(Reporters and editors involved in the writing and editing of this report may own Reuters securities and are bound by the Reuters Code of Conduct, which restricts dealing in securities in companies a journalist is reporting on.)
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