Woodbridge, the Thomson family holding company which controls approximately 70% of Thomson, has irrevocably committed to vote in favour of the Transaction and the Reuters Founders Share Company, which controls a special share in Reuters, has resolved to support the Transaction.

The boards of Thomson and Reuters believe there is a natural fit and compelling logic in creating a global leader in electronic information services, trading systems and news:

"¢ Customers will benefit from seamless access to richer content and broader capabilities across financial and professional markets from a trusted provider
"¢ The Combined Business will be positioned to benefit from the continuing shift towards electronic delivery of information to professional and financial customers
"¢ Complementary geographic and product markets
"¢ Diversified revenue streams and a larger capital base will provide a stable platform from which to invest and grow
"¢ Thomson and Reuters brands will be maintained in their key areas of strength
"¢ Synergies at an annual run-rate of in excess of US$500 million expected by the end of the third year after closing
"¢ Complementary management culture and values
"¢ Dual listed company structure will allow the Combined Business to have listings in Canada, the UK and the US and will enable both sets of shareholders to participate in further value creation
"¢ The Combined Business will adopt the Reuter Trust Principles

The combination will be effected through a dual listed company structure. The companies will be separate legal entities but will be managed and operated as if they were a single economic enterprise. The companies' economic interests will be aligned and they will pursue common objectives. The boards of the two companies will be identical and the Combined Business will be managed by a single senior executive management team. Thomson will be renamed Thomson-Reuters Corporation. The Combined Business will be called Thomson-Reuters and the combined Thomson Financial unit and Reuters financial and media businesses will be called Reuters. The existing Thomson professional businesses - Legal, Tax & Accounting, Scientific and Healthcare - will together be known as Thomson-Reuters Professional. -Reuters