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Thomson Reuters Annual Report 2015

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Thomson Reuters Annual Report 2015 Annual Report 2015 March 8, 2016 Thomson Reuters Annual Report 2015 Information in this annual report is provided as of March 3, 2016, unless otherwise indicated. Certain statements in this annual report are forward-looking. These forward-looking statements are based on certain assumptions and reflect our current expectations. As a result, forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations. Some of the factors that could cause actual results to differ materially from current expectations are discussed in the “Risk Factors” section of this annual report as well as in materials that we from time to time file with, or furnish to, the Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission. There is no assurance that any forward-looking statements will materialize. You are cautioned not to place undue reliance on forward-looking statements, which reflect expectations only as of the date of this annual report. Except as may be required by applicable law, we disclaim any intention or obligation to update or revise any forward-looking statements. The following terms in this annual report have the following meanings, unless otherwise indicated: Š “Thomson Reuters,” “we,” “us” and “our” each refers to Thomson Reuters Corporation and its consolidated subsidiaries, unless the context otherwise requires; Š “Woodbridge” refers to The Woodbridge Company Limited and other companies affiliated with it; and Š “$,” “US$” or “dollars” are to U.S. dollars. When we refer to our performance before the impact of foreign currency (or at “constant currency”), we mean that we apply the same foreign currency exchange rates for the current and equivalent prior period. We believe this provides the best basis to measure the performance of our business as it removes distortion from the effects of foreign currency movements during the period. Non-International Financial Reporting Standards (IFRS) financial measures are defined and reconciled to the most directly comparable IFRS measures in the “Management’s Discussion and Analysis” section of this annual report. For information regarding our disclosure requirements under applicable Canadian and U.S. laws and regulations, please see the “Cross Reference Tables” section of this annual report. Information contained on our website or any other websites identified in this annual report is not part of this annual report. All website addresses listed in this annual report are intended to be inactive, textual references only. The Thomson Reuters logo and our other trademarks, trade names and service names mentioned in this annual report are the property of Thomson Reuters. Thomson Reuters Annual Report 2015 Table of Contents Business ......................................................................................... 2 Overview ......................................................................................... 2 Financial & Risk ................................................................................... 6 Legal ............................................................................................ 8 Tax & Accounting .................................................................................. 10 Global Growth Organization ......................................................................... 11 Reuters .......................................................................................... 12 Other Businesses .................................................................................. 12 Additional Business Information ...................................................................... 13 Risk Factors ...................................................................................... 17 Management’s Discussion and Analysis ................................................................ 26 Consolidated Financial Statements ................................................................... 79 Executive Officers and Directors ...................................................................... 139 Executive Officers .................................................................................. 139 Other Executive Committee Members .................................................................. 139 Directors ......................................................................................... 143 Audit Committee .................................................................................. 147 Principal Accountant Fees and Services ................................................................ 147 Controlled Company ................................................................................ 148 Independent Directors .............................................................................. 149 Presiding Directors at Meetings of Non-Management and Independent Directors ............................... 150 Code of Business Conduct and Ethics .................................................................. 150 Additional Disclosures .............................................................................. 150 Additional Information .............................................................................. 151 Description of Capital Structure ....................................................................... 151 Market for Securities ................................................................................ 152 Dividends ........................................................................................ 152 Transfer Agents and Registrars ....................................................................... 155 Ratings of Debt Securities ........................................................................... 155 Material Contracts ................................................................................. 156 Principal Subsidiaries ............................................................................... 158 Interests of Experts ................................................................................. 160 Further Information and Disclosures ................................................................... 160 Cross Reference Tables ............................................................................. 162 Annual Information Form (Form 51-102F2) Cross Reference Table ........................................... 162 Form 40-F Cross Reference Table ..................................................................... 163 Page 1 Thomson Reuters Annual Report 2015 Business OVERVIEW Thomson Reuters is the world’s leading source of news and information for professional markets. Our customers rely on us to deliver the intelligence, technology and expertise they need to find trusted answers. The business has operated in more than 100 countries for more than 100 years. We are a Canadian company with shares are listed on the Toronto Stock Exchange and New York Stock Exchange (symbol: TRI). Our website is www.thomsonreuters.com. As of January 1, 2016, we are organized in three business units supported by a corporate center: Financial & Risk A leading provider of critical news, information and analytics, enabling transactions and connecting communities of trading, investment, financial and corporate professionals. Financial & Risk also provides leading regulatory and operational risk management solutions. Legal A leading provider of critical online and print information, decision tools, software and services that support legal, investigation, business and government professionals around the world. Tax & Accounting A leading provider of integrated tax compliance and accounting information, software and services for professionals in accounting firms, corporations, law firms and government. We are pursuing the sale of our Intellectual Property & Science business, with a closing currently expected in the second half of the year. Intellectual Property & Science is a leading provider of comprehensive intellectual property and scientific information, decision support tools and services that enable the lifecycle of innovation for governments, academia, publishers, corporations and law firms to discover, protect and commercialize new ideas and brands. We also operate Reuters, which is a leading provider of real-time, high-impact, multimedia news and information services to newspapers, television and cable networks, radio stations and websites around the globe. Unless otherwise indicated, this section describes our businesses as organized as of January, 1, 2016. For more information on our divisional and segment financial results under our reporting structure as it existed through December 31, 2015, please see the Management’s Discussion and Analysis section of this annual report. Business Model and Key Operating Characteristics We derive the majority of our revenues from selling electronic content and services to professionals, primarily on a subscription basis. Our businesses provide solutions, software and workflow tools which integrate our core data and information. The table below describes some of our key operating characteristics. Industry leader Š #1 or #2 in most of the market segments that we serve Š Deep and broad industry knowledge Š Products and services tailored for professionals Balanced and diversified Š Four distinct core customer groups – our 2015 revenues were: 50% Financial & Risk; 28% Legal; 12% Tax & Accounting; 8% Intellectual Property
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