Tender Offer - TR Finance LLC
Form Type: F-4/A
Filing Date: 2025-03-10
Corporate Action: Tender-offer
Type: Update
Accession Number: 000119312525050435
Filing Summary: TR Finance LLC is offering to exchange all outstanding notes issued by Thomson Reuters Corporation through a series of Exchange Offers that commenced after the initial filing date of the Registration Statement. The Exchange Offers will allow holders to tender their old notes in exchange for new notes issued by TR Finance LLC. The offers include consent solicitations to make proposed amendments to the existing indentures regarding the old notes. As of March 7, 2025, substantial amounts of various series of notes have already been tendered, indicating a high level of participation and a likely approval of the proposed amendments once the exchange process concludes. The offers are set to expire on March 17, 2025, although certain provisions may allow for extensions. Conditions must be satisfied for the Exchange Offers to occur effectively, and the details of the new notes being offered, including interest rates and maturity dates, will mirror those of the corresponding old notes. The filing states that TR Finance has the right to amend the terms and conditions of the Exchange Offers, demonstrating flexibility in response to market conditions.
Additional details:
Issuer Name: Thomson Reuters Corporation
Exchange Offer Start Date: 2025-03-10
Expiration Time: 2025-03-17T17:00:00-05:00
Aggregate Principal Amount Tendered: $438,082,000, $445,140,000, $84,225,000, $335,318,000, $348,759,000
New Note Coupon Rates: 3.350%, 5.850%, 4.500%, 5.650%, 5.500%
Consent Solicitation Fee: $2.50
Form Type: F-4/A
Filing Date: 2025-02-26
Corporate Action: Tender-offer
Type: Update
Accession Number: 000119312525035896
Filing Summary: On February 26, 2025, TR Finance LLC filed an amendment to the Form F-4 registration statement regarding their Exchange Offers, which involve the offer to exchange all outstanding notes or debentures for new notes. The Exchange Offers started after the initial filing of the registration statement and will be effective upon the statement's approval. The offers are directed at holders of various series of Old Notes issued by Thomson Reuters Corporation (TRC), which is facilitating the exchange by offering New Notes. The expiration date for the exchange is set for 5 p.m. New York City time on March 17, 2025. As of February 25, 2025, a significant amount of each series of Old Notes has already been tendered for exchange. The filing discusses the terms of the Exchange Offers and Consent Solicitations, which require that holders cannot consent to proposed amendments without tendering their Old Notes. It also indicates that the new notes will have similar economic terms to the old notes, including interest rates and maturities. The filing advises investors regarding potential risks and taxation implications associated with the new notes, while emphasizing the ongoing offering's conditions and regulatory compliance requirements.
Additional details:
Old Note Series: 3.350% Notes due 2026
Aggregate Principal Amount Outstanding: $500,000,000
Old Note Series: 5.850% Notes due 2040
Aggregate Principal Amount Outstanding: $445,140,000
Old Note Series: 4.500% Notes due 2043
Aggregate Principal Amount Outstanding: $119,045,000
Old Note Series: 5.650% Notes due 2043
Aggregate Principal Amount Outstanding: $350,000,000
Old Note Series: 5.500% Debentures due 2035
Aggregate Principal Amount Outstanding: $400,000,000
Consent Solicitation Fee: $2.50
Early Tender Time: 2025-02-25
Comments
No comments yet. Be the first to comment!