Mr. David Crundwell reports

THOMSON REUTERS REMINDS NON-CANADIAN TAXABLE SHAREHOLDERS OF "OPT-OUT" ALTERNATIVE FOR RETURN OF CAPITAL TRANSACTION

Thomson Reuters Corp. has reminded its shareholders who are taxable in a jurisdiction outside of Canada that they are able to opt out of the company's proposed return-of-capital transaction. For shareholders who are subject to income tax outside Canada, opting out of the transaction may be preferable to participating in the transaction.

The return-of-capital transaction consists of a cash distribution of $4.45 (U.S.) in cash per common share and a consolidation of the company's outstanding common shares on a basis that is proportional to the cash distribution.

The transaction is generally expected to be tax-free for Canadian tax purposes. As a result, Canadian-resident shareholders are generally not eligible to opt out. Eligibility criteria for opting out of the transaction are set out herein.

Opting out:

• What happens if you opt out: If you are eligible to opt out of the transaction and do so, you will not receive the cash distribution, and you will continue to hold the same number of shares that you currently hold. Your proportionate equity and voting interest in the company will increase by virtue of the consolidation of shares held by those shareholders who participate in the transaction.
• Process: If you are a non-registered holder (that is, you hold shares through a bank or broker), follow your bank's or broker's instructions if you would like to opt out. You should contact your bank or broker if you have not received information regarding how to opt out. Registered shareholders should follow instructions sent to them by Computershare Trust Company of Canada.
• Deadline: Any optout elections should be completed by the deadline set by your bank/broker or Computershare (depending on whether you're a non-registered or registered holder).

If you are not eligible to opt out of the transaction or are eligible to opt out but decide not to, no action is required to participate in the transaction.

Tax consequences for U.S. shareholders

The expected tax consequences for a U.S. shareholder of the proposed return-of-capital transaction generally are as follows:

• Opting out: A U.S. shareholder who opts out of the transaction generally is not expected to be subject to U.S. federal income tax or Canadian federal income tax.
• Participating: A U.S. shareholder who participates in the transaction generally:
  • Is expected to be subject to U.S. federal income tax on any gain realized;
  • Is not expected to be subject to Canadian federal income tax.

The tax consequences of the proposed return-of-capital transaction are complex. This summary reflects certain assumptions and limitations, and it is qualified in its entirety by the income tax considerations section of the management proxy circular.

Additional information and assistance

To be eligible to opt out of the return-of-capital transaction, a shareholder must be an eligible optout shareholder, which means a shareholder (whether registered or non-registered) who is: (a) not a resident of Canada for Canadian income tax purposes and is subject to income tax in a jurisdiction other than Canada (and is not exempt from income tax in that jurisdiction) or (b) an individual who is a resident of Canada for Canadian income tax purposes and who is also subject to income tax in a jurisdiction other than Canada as a resident of that other jurisdiction (and is not exempt from income tax in that jurisdiction).

Details of the transaction (including information regarding the optout right and tax considerations) are described in the management proxy circular and related materials, which are available on the Thomson Reuters website in the investor relations section. The documents were filed with the Canadian securities regulatory authorities on SEDAR and are available. The documents were also furnished to the U.S. Securities and Exchange Commission through EDGAR and are available.

Non-registered shareholders who hold their shares indirectly through an intermediary (such as an investment dealer, stock broker, bank, trust company or other nominee) should contact their intermediary if they have questions or need assistance.

Registered shareholders who have questions or need assistance may contact Computershare Trust Company of Canada at 1-800-564-6253 (toll-free in Canada and the United States) or at 1-514-982-7888 (outside Canada and the U.S.) or at the following e-mail address: corporateactions@computershare.com.

Shareholders who have questions or need assistance may also contact D.F. King & Co. Inc., which is acting as information agent for the transaction, at 1-800-330-5897 (toll-free in Canada and the U.S.) or at 1-212-269-5550 (outside Canada and the U.S., banks, brokers and collect calls) or at the following e-mail address: tri@dfking.com.

Taxable non-Canadian-resident shareholders are strongly urged to read the management proxy circular and other related materials carefully and to consult with their financial, tax and legal advisers prior to making any decision with respect to the transaction.

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