Reuters to sell Factiva stake to Dow Jones
18 October 2006, London – Reuters (LSE: RTR; NASDAQ: RTRSY) has agreed to sell its fifty per cent stake in Factiva to joint venture partner Dow Jones for $160 million - $153m in cash on closing plus $7 million in preferred stock issued by Factiva. Completion of the transaction is subject to regulatory approvals and other customary closing conditions and is expected to occur by end of 2006.
Since Factiva was founded by the two parent companies in 1999 it has recorded consistent growth and gone on to become the leading global supplier of archival news and business information.
Under the terms of the deal Factiva will become a subsidiary of Dow Jones. Reuters will continue to supply its news to Factiva under an agreement as a paid supplier and will enter into or continue a number of commercial arrangements with Factiva and Dow Jones.
The sale and other arrangements as a whole are expected to be neutral to Reuters adjusted earnings in 2007 and 2008, which exclude profit on disposals among other items.*
Tom Glocer, Reuters Chief Executive, said: “Dow Jones has been a very good partner and together we have built a valuable asset in Factiva. We view this transaction as the natural conclusion to this successful joint venture. We wish Dow Jones every success in taking Factiva to the next phase of its evolution.”
Final proceeds will include, in addition to the $160 million total consideration, half of all cash remaining on Factiva’s balance sheet after settlement of any outstanding inter company items, and will be subject to adjustment based on the working capital of Factiva at closing. In connection with the transactions, Reuters has agreed not to compete with Factiva’s core business for a two-year period, and to continue the exclusivity arrangements currently in place with respect to certain Reuters content provided to Factiva.
Reuters is the world’s largest international news and financial information source, reaching over 1 billion people a day. Known for its speed, accuracy and independence, Reuters content powers newsrooms and financial markets around the world. Reuters distributes its text, data, pictures and video to professionals and direct to consumers via online and digital services. Founded in 1851, Reuters Group has 16,800 employees in 89 countries and had annual revenues of £2.4 billion/$4.4 billion in 2005. For more information and the latest news, visit www.reuters.com
* Reuters adjusted earnings exclude impairments and amortisation of business combination intangibles, investment income, profit on disposals, fair value movements and related taxation effects.
Forward looking statement:
This press release may be deemed to include forward-looking statements relating to Reuters within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934. Certain important factors that could cause actual results to differ materially from those disclosed in such forward-looking statements are described in Reuters Annual Report and Form 20-F 2005 under the heading ‘Risk Factors’. Copies of the Annual Report and Form 20-F 2005 are available on request from Reuters Group PLC, South Colonnade, Canary Wharf, London E14 5EP. In particular, Reuters ability to realize the anticipated benefits is subject to the risks that the conditions to the transactions will not be satisfied. Any forward-looking statements made by or on behalf of Reuters speak only as of the date they are made, and Reuters does not undertake to update any forward-looking statements.
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