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Printmgr File Annual Report 2018 March 13, 2019 WorldReginfo - de1fe12c-eb8f-4da9-b2dc-6c628dcbd7a9 Thomson Reuters Annual Report 2018 Information in this annual report is provided as of March 1, 2019, 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 to the financial results of the current and equivalent prior period. We believe this provides the best basis to measure the performance of our business as it allows better comparability of our business trends from period to 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. WorldReginfo - de1fe12c-eb8f-4da9-b2dc-6c628dcbd7a9 Thomson Reuters Annual Report 2018 Table of Contents Business ............................................................................................ 2 Overview ........................................................................................... 2 Customer Segments .................................................................................. 6 Legal Professionals ................................................................................ 6 Corporates ....................................................................................... 7 Tax Professionals ................................................................................. 7 Reuters News .................................................................................... 7 Global Print ...................................................................................... 8 Key Brands .......................................................................................... 8 Refinitiv Strategic Partnership .......................................................................... 9 Additional Business Information ........................................................................ 10 Risk Factors ......................................................................................... 14 Management’s Discussion and Analysis ................................................................... 27 Consolidated Financial Statements ...................................................................... 82 Executive Officers and Directors ......................................................................... 157 Executive Officers .................................................................................... 157 Directors ............................................................................................ 159 Audit Committee ..................................................................................... 162 Principal Accountant Fees and Services ................................................................... 163 Controlled Company .................................................................................. 164 Independent Directors ................................................................................ 164 Presiding Directors at Meetings of Non-Management and Independent Directors ................................. 165 Code of Business Conduct and Ethics .................................................................... 166 Additional Disclosures ................................................................................ 166 Additional Information ................................................................................ 167 Description of Capital Structure ......................................................................... 167 Market for Securities .................................................................................. 168 Dividends ........................................................................................... 169 Woodbridge ......................................................................................... 170 Transfer Agents and Registrars ......................................................................... 172 Ratings of Debt Securities ............................................................................. 172 Material Contracts .................................................................................... 173 Principal Subsidiaries ................................................................................. 178 Interests of Experts ................................................................................... 179 Further Information and Disclosures ..................................................................... 179 Cross Reference Tables ................................................................................ 181 Annual Information Form (Form 51-102F2) Cross Reference Table ............................................. 181 Form 40-F Cross Reference Table ....................................................................... 182 Page 1 WorldReginfo - de1fe12c-eb8f-4da9-b2dc-6c628dcbd7a9 Thomson Reuters Annual Report 2018 Business Overview Thomson Reuters is a leading provider of news and information-based tools to professionals. Our worldwide network of journalists and specialist editors keep customers up to speed on global developments, with a particular focus on legal, regulatory and tax changes. Thomson Reuters shares are listed on the Toronto Stock Exchange and New York Stock Exchange (symbol: TRI). Our website is www.thomsonreuters.com. 2018 was a watershed year for our company. In October, we sold 55% of our Financial & Risk (F&R) business to private equity funds managed by Blackstone for approximately $17 billion and retained a 45% interest in the new company, which is now known as Refinitiv. We restructured our remaining business into new customer-focused segments and repositioned our business for growth. Our new structure moves decision making closer to the customer and allows us to serve our customers better with our full suite of offerings. We are currently organized in five reportable segments supported by a corporate center: Legal Professionals Serves law firms and governments with research and workflow products, focusing on intuitive legal research powered by emerging technologies and integrated legal workflow solutions that combine content, tools and analytics. Corporates Serves our corporate customers, including the seven largest global accounting firms, with our full suite of offerings across legal, tax, regulatory and compliance functions. Tax Professionals Serves tax, accounting and audit professionals in accounting firms (other than the seven largest, which are served by our Corporates segment) as well as governmental taxing authorities with research and workflow products, focusing on intuitive tax offerings and automating tax workflows. Reuters News Provides real-time, multi-media news and information services to newspapers, television and cable networks, radio stations and websites around the globe, as well as to Refinitiv. Global Print Provides legal and tax information primarily in print format to customers around the world. Our corporate center centrally manages commercial and technology operations, including those around our sales capabilities, digital customer experience and product and content development. Our corporate center also centrally manages functions such as finance, legal and human resources. Page 2 WorldReginfo - de1fe12c-eb8f-4da9-b2dc-6c628dcbd7a9 Thomson Reuters Annual Report 2018 Business Model and Key Operating Characteristics
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