Thomson Reuters (TSX/NYSE: TRI) today announced that it has entered into a definitive agreement to sell its Intellectual Property & Science business to private equity funds affiliated with Onex Corporation (“Onex”) and Baring Private Equity Asia (“Baring Asia”) for $3.55 billion in cash.
The sale is subject to regulatory approval and customary closing conditions, including the expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act, and is expected to close in the next few months. The sale is not subject to any financing condition. Onex and Baring Asia have obtained debt and equity commitments for the transaction.
The Intellectual Property & Science business provides comprehensive intellectual property and scientific information, decision support tools and services that enable the lifecycle of innovation for governments, academia, publishers and corporations to discover, protect and commercialize new ideas and brands. Its portfolio includes Web of Science, Thomson CompuMark, Thomson Innovation, MarkMonitor, Thomson Reuters Cortellis and Thomson IP Manager.
“We are pleased to announce the agreement today to sell our Intellectual Property & Science business to Onex and Baring Asia,” said Jim Smith, president and chief executive officer of Thomson Reuters. “With the completion of this divestiture, Thomson Reuters will be even more focused on operating at the intersection of global commerce and regulation.”
“Intellectual Property & Science is a diversified portfolio of high-quality, well-positioned businesses providing proprietary, curated content through products and services that are entrenched in their customers’ day-to-day activities,” said Kosty Gilis, a Managing Director with Onex. “We are delighted to have the opportunity to acquire the company and partner with management and Baring Asia to enhance Intellectual Property & Science’s operations and support its growth in the years to come.”
“We look forward to partnering with Intellectual Property & Science management and Onex to support the development of the company globally, particularly in Asia where we see a differentiated growth opportunity,” said Jean Eric Salata, Founder and Chief Executive of Baring Asia. “Already an established leader in China and across the region, we believe the outlook for the business is underpinned by an increasing shift towards more knowledge driven economies and a continued emphasis on research and development.”
Thomson Reuters expects to use about $1 billion of the net proceeds to buy back shares and the balance to pay down debt (primarily commercial paper) and reinvest in the business. Any share buybacks will be part of the previously announced $1.5 billion share buyback program.
Guggenheim Securities, LLC and J.P. Morgan Securities LLC are acting as financial advisors to Thomson Reuters for the proposed divestiture.
Allen & Overy LLP is acting as legal counsel for Thomson Reuters.