Attachment Exhibit E

This document pretains to SES-T/C-20121112-01009 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2012111201009_974787

                                                                         Reuters America LLC
                                                                 Pro Forma Transfer of Control
                                                                               FCC Form 312
                                                                           Schedule A, Item 20
                                                                               November 2012


                                              Exhibit E

                     Information Concerning Ownership and Control


        This application seeks FCC consent for a pro forma transfer of control of Reuters
America LLC (“Reuters America”), the holder of FCC authorizations for the use of three
private, non-common carrier Earth stations in the United States. Specifically, this
application relates to Earth station call signs: E4309 (Smithtown, NY); E950436
(Hauppauge, NY); and E930235 (Washington, DC).

        I.       Background

       On April 17, 2008, in a transaction involving the acquisition of Reuters Group
PLC (“Reuters”) by The Thomson Corporation (“Thomson”), a transfer of control
occurred over Reuters America, an indirect subsidiary of Reuters, from the then-
shareholders of Reuters to The Woodbridge Company Limited (“Woodbridge”), the
Thomson family holding company that became the controlling shareholder of the unified
group known as Thomson Reuters. This transaction was effectuated pursuant to prior
FCC consent via transfer applications SES-T/C-20070921-01430 and SES-T/C-
20070921-01431 (the “2008 Transfer Applications”). On August 18, 2008, Reuters
America duly notified the Commission that the transaction had been consummated as
approved. 1

       The 2008 Transfer Applications provided detailed ownership and other
information concerning the transaction, including the following:

        ●        Information Concerning the Transferee, Woodbridge, a private
                 company incorporated in Ontario, Canada, which, by virtue of the
                 economic and voting interest acquired in Thomson Reuters became the
                 controlling shareholder of the enterprise.

        ●        Detailed information concerning the entities that would hold direct
                 and indirect ownership and voting interests in Reuters America.
                 Specifically, Attachment C to the 2008 Transfer Applications provided a
                 table describing each entity with applicable ownership/voting interests in
                 the chain of ownership between Woodbridge, the party that would hold
                 ultimate control of the enterprise, and Reuters America, the FCC licensee,
                 including each entity’s address, citizenship, type of business, and

1
  See letters of Raymond G. Bender, Jr., counsel for Reuters America, to Marlene H. Dortch, FCC
Secretary, dated April 18, 2008.


                                                  -1-


                                                                         Reuters America LLC
                                                                 Pro Forma Transfer of Control
                                                                               FCC Form 312
                                                                           Schedule A, Item 20
                                                                               November 2012

                 applicable ownership interest. The relationships between each of these
                 entities also were depicted on a chart provided in Attachment D to the
                 2008 Transfer Applications.

        ●        A description concerning the adoption by Thomson Reuters of the
                 Reuters Trust Principles and the Reuters Founders Share Company
                 structure, which are designed to preserve independence, integrity and
                 freedom from bias in the gathering and dissemination of news and
                 information.

        The information reported in the 2008 Transfer Applications concerning
Woodbridge remains the same today in all relevant and material respects, and
Woodbridge retains its controlling interest in Thomson Reuters, including (indirectly) in
FCC licensee Reuters America. Moreover, the Reuters Trust Principles and the Reuters
Founders Share Company also currently remain in effect. 2 In the interim, however, a
number of minor, pro forma changes have occurred with respect to the entities holding
direct or indirect ownership and control in Reuters America (each of which has been
approved by the Commission), as follows:

        ●        The addition of a new intermediate holding company, Thomson Reuters
                 No. 8 Inc., in the chain of ownership between Woodbridge, the party
                 holding ultimate control of the enterprise, and Reuters America, the FCC
                 licensee, pursuant to SES-T/C-20090616-00738.

        ●        The liquidation of another intermediate holding company, Canvas
                 Holdings Limited (“CHL”), thereby removing CHL from the Reuters
                 America ownership chain, pursuant to SES-T/C-20090616-00738.

        ●        The merger of another entity, Thomorg Sarl, and its consequent removal
                 from the Reuters America ownership chain, pursuant to SES-T/C-
                 20090616-00738.

        ●        Steps implemented to convert Thomson Reuters from a dual listed
                 company (“DLC”) structure to a traditional single parent company
                 structure (referred to as “DLC unification”), pursuant to SES-T/C-
                 20090724-00913.




2
  As reported in a recent pro forma transfer application (SES-T/C-20090724-00913), the Reuters Founding
Share Company now holds its single share in Thomson Reuters Corporation for the purpose of
safeguarding the Reuters Trust Principles.


                                                  -2-


                                                                          Reuters America LLC
                                                                  Pro Forma Transfer of Control
                                                                                FCC Form 312
                                                                            Schedule A, Item 20
                                                                                November 2012

        ●        The substitution of Thomson Reuters Investment Holdings Limited in the
                 place of Thomson Reuters PLC in the Reuters America control chain,
                 pursuant to SES-T/C-20091023-01350. 3

        ●        The merger of Thomson Reuters U.S.A. Inc. into its parent company,
                 Thomson Reuters U.S. Holdings Inc., removing Thomson Reuters U.S.A.
                 Inc. from the Reuters America control chain, pursuant to SES-T/C-
                 20101207-01514. The merger of Thomson Reuters U.S. Holdings Inc.
                 into its parent company, LiveNote, Inc., pursuant to SES-T/C-20110711-
                 00808. 4

       Attached hereto, for the convenience of the Commission, is a copy of Attachment
D reflecting the current Thomson Reuters control structure, as reported to the
Commission on July 11, 2011. 5

        II.      The Proposed Pro Forma Transaction

        This application seeks FCC consent nunc pro tunc to the merger of TR
International Holdings S.a.r.l., one of the companies in the current control chain of
Reuters American, into its parent, Thomson Reuters Finance S.A. (“TRFSA”) on
September 11, 2012. As a result of this merger, TR International Holdings was removed
from the Reuters America control chain, and TR (2008) Limited, another of the
intermediate companies in the control chain, will be owned directly by Thomson Reuters
Investment Holdings Limited instead of by TR International Holdings. In addition, the
4.71% interest in Thomson Reuters Holdings Limited previously held by TR
International Holdings now is owned by TRFSA. The Thomson Reuters Control
Structure following this transaction is depicted on a new Attachment D (November 2012)
attached hereto. Also attached hereto is a new Attachment C describing the relationships
between the entities having direct and indirect ownership interests in Reuters America
following consummation of the proposed transaction.

        This minor transaction does not involve a substantial change in ownership or
control of the licensee and is entirely pro forma in nature. Indeed, Woodbridge is the
controlling shareholder of Thomson Reuters prior to the proposed transaction, and
Woodbridge will retain its controlling interest in Thomson Reuters thereafter, including
3
  As part of the same transaction, and as reported in the October, 2009 application, the 36.7% voting
interest in TR (2008) Limited held by TR International Holdings Sarl also was transferred to Thomson
Reuters Investment Holdings Limited. See File No. SES-T/C-20091023-01350, Exhibit E. This transfer
did not affect control of Reuters America.
4
  See File No. SES-TC-20110711-00808. Consummation of this pro forma transfer of control was reported
to the Commission on August 17, 2011.
5
   See File No. SES-T/C-20091023-01350. Consummation of this pro forma transfer of control was
reported to the Commission on January 4, 2011. See Letter of J.G. Harrington, counsel to Reuters America,
to Marlene Dortch, Secretary, FCC, File No. SES-T/C-20101207-01514, Jan. 4, 2011.


                                                  -3-


                                                                            Reuters America LLC
                                                                    Pro Forma Transfer of Control
                                                                                  FCC Form 312
                                                                              Schedule A, Item 20
                                                                                  November 2012

(indirectly) in FCC licensee Reuters America. Accordingly, Reuters America
respectfully requests that this application not be placed on public notice prior to FCC
grant since pro forma transactions not involving a substantial change in ownership or
control are exempt from public notice requirements. 6




6
  See 47 U.S.C. § 309(c)(2)(B) (eliminating thirty-day notice period for non-substantial transactions); and
47 C.F.R. § 25.151(c)(5) (providing that public notice will not be required for transactions that do not
involve a substantial change in ownership or control).


                                                    -4-


                                                                                                   Attachment C
                                                                                                  November 2012
                         Entities with Ownership Interests in Reuters America

       The following entities will have direct and indirect ownership interests in Reuters
America. The relationships between these entities are shown in the chart in Attachment D and,
where applicable, the abbreviation used for each entity on that chart is shown in parentheses
following the entity’s name below. Except where indicated, all ownership interests reflect both
voting and equity. 1

Entity                   Address                       Citizenship        Business           Interest
The Woodbridge           65 Queen Street               Canada             Holding            Approx. 55% of
Company Limited          West                                             company            Thomson Reuters
(Woodbridge)             Suite 2400                                                          Corporation 2
                         Toronto ON M5H
                         2MA, Canada
Thomson Reuters          Bay Adelaide Centre           Canada             Holding            100% of 3097052
Corporation              333 Bay Street                                   company            Nova Scotia
(TR Corp)                Suite 400, Mailbox                                                  Company
                         11
                         Toronto, ON
                         M5H2R2
                         Canada
3097052 Nova             900-1959 Upper                Canada             Holding            100% of 1602854
Scotia Company           Water Street                                     company            Ontario Limited
(NSULC)                  Halifax, NS B3J
                         2X2, Canada
1602854 Ontario          Bay Adelaide Centre           Canada             Holding            100% of the voting
Limited                  333 Bay Street                                   company            shares of Thomson
(Ontario)                Suite 400, Mailbox                                                  Reuters Canada
                         11                                                                  Limited; The
                         Toronto, ON                                                         Woodbridge
                         M5H2R2                                                              Company Limited
                         Canada                                                              holds 100% of the
                                                                                             non-voting Class A
                                                                                             preferred shares of
                                                                                             Thomson Reuters
                                                                                             Canada Limited.


1
  All of the interests reported are as of the date of filing of this application. It is possible that there will be minor
changes that do not affect control of Reuters America between the time of the application and the completion of the
reorganization. Any change that is relevant to the transaction described in this application will be reported to the
Commission through an amendment to the application.
2
  Woodbridge holds its approximately 55% interest in Thomson Reuters Corporation either directly or through
affiliates or wholly-owned subsidiaries, with the following wholly-owned subsidiary holding a 10% or greater
interest in Thomson Reuters Corporation: 1683560 Ontario Limited (21.61%), which is an Ontario company whose
address is the same as the address shown for Woodbridge, and 1645425 Ontario Limited (23%), which is an Ontario
company whose address is the same as the address shown for Woodbridge.


                                                                   Reuters America LLC
                                                                         FCC Form 312
                                                                   Schedule A, Item A20
                                                                        November 2012


Entity             Address             Citizenship    Business       Interest
Thomson Reuters    Bay Adelaide Centre Canada         Holding        100% of Thomson
Canada Limited     333 Bay Street                     company        Reuters Holdings
(TRCL)             Suite 400, Mailbox                                S.A.
                   11
                   Toronto, ON
                   M5H2R2
                   Canada
Thomson Reuters    40 Avenue Monterey Luxembourg      Holding        100% of Thomson
Holdings S.A.      L-2163 Luxembourg                  company        Reuters Finance
(TRHSA)                                                              SA
Thomson Reuters    40 Avenue Monterey Luxembourg Holding             100% of Thomson
Finance SA         L-2163 Luxembourg             company             Reuters Investment
(TRFSA)                                                              Holdings Limited
Thomson Reuters    One Bishops Square   England and   Holding        99.67% of the
Investment         London E1 6AD        Wales         company        voting shares of TR
Holdings Limited   England                                           (2008) Limited.
TR Investment      Aldgate House        England and   Holding        Holds the
Company Limited    33 Aldgate High      Wales         company        remaining 0.33% of
(TR Investments    Street                                            the voting shares
Co. Ltd)           London EC3N 1DL                                   and 58.007% of the
                   England                                           equity of TR
                                                                     (2008) Limited.
TR (2008)          Aldgate House        England and   Holding        95.29% of the
Limited            33 Aldgate High      Wales         company        voting shares and
                   Street                                            equity of TR
                   London EC3N 1DL                                   Holdings Limited;
                   England                                           Thomson Reuters
                                                                     Finance SA holds
                                                                     the remaining
                                                                     4.71% of the voting
                                                                     shares and equity
                                                                     of TR Holdings
                                                                     Limited.
TR Holdings        Clarendon House      Bermuda       Investment     100% of LN
Limited            2 Church Street                    holding        Holdings Limited.
(TRHL)             Hamilton, HM 11                    company        TR Holdings
                   Bermuda                                           Limited also holds
                                                                     non-voting
                                                                     preferred shares in
                                                                     LN Holdings
                                                                     Limited.



                                          -2-


                                                                                  Reuters America LLC
                                                                                        FCC Form 312
                                                                                  Schedule A, Item A20
                                                                                       November 2012


Entity                 Address                    Citizenship      Business           Interest
LN Holdings            Clarendon House            Bermuda          Investment         100% of LiveNote
Limited                2 Church Street                             holding            Technologies
(LN Holdings)          Hamilton, HM 11                             company            Limited
                       Bermuda
LiveNote               Aldgate House              England          Transcript         100% of LiveNote
Technologies           33 Aldgate High                             and evidence       Inc.
Limited                Street                                      management
(LNUK)                 London EC3N 1DL                             software
                       England                                     provider
LiveNote Inc.          221 Main Street,           Delaware         Transcript         100% of Thomson
(LNUS)                 Suite 1250,                                 and evidence       Reuters No. 4 Inc.
                       San Francisco, CA                           management
                       94105                                       software
                                                                   provider
Thomson Reuters        Thomson Reuters            Delaware         Holding            100% of the voting
No. 4 Inc.             One Station Place                           company            common of
(TR No. 4 Inc.)        Stamford, CT 06902                                             Thomson Reuters
                                                                                      No. 5 LLC.; TR
                                                                                      Organization 2
                                                                                      (TR02) holds non-
                                                                                      voting preferred
                                                                                      shares in Thomson
                                                                                      Reuters No. 5
                                                                                      LLC. 3
Thomson Reuters        Thomson Reuters            Delaware         Holding            100% of Thomson
No. 5 LLC              One Station Place                           company            Reuters (TRI) Inc.
(TR No. 5 LLC)         Stamford, CT 06902

Thomson Reuters        Thomson Reuters            Delaware         Holding            100% of TR U.S.
(TRI) Inc.             One Station Place                           company            Inc.
(TR (TRI) Inc.)        Stamford, CT 06902

TR U.S. Inc.           Thomson Reuters            Delaware         Holding            100% of Thomson
                       One Station Place                           company            Reuters No. 8 Inc.
                       Stamford, CT 06902




3
 TR02, an indirect subsidiary of Thomson Reuters Corporation, is a U.K. holding company located at Aldgate
House, 33 Aldgate High Street, London, EC3N 1DL, England.


                                                      -3-


                                                                 Reuters America LLC
                                                                       FCC Form 312
                                                                 Schedule A, Item A20
                                                                      November 2012


Entity            Address              Citizenship   Business        Interest
Thomson Reuters   Thomson Reuters      Delaware      Holding         100% of Thomson
No. 8 Inc. (TR    One Station Place                  company         Reuters U.S. Inc.
No. 8 Inc.)       Stamford, CT 06902

Thomson Reuters   Thomson Reuters      Delaware      Holding         100% of Thomson
U.S. Inc.         One Station Place                  company         Reuters
                  Stamford, CT 06902                                 Organization Corp.

Thomson Reuters   One Station Place    Florida       Holding         100% of Thomson
Organization      Stamford, CT 06902                 Company         Financial Holdings
Corp.                                                                Inc.)
Thomson           Thomson Reuters      Delaware      Holding         100% of Thomcorp
Financial         One Station Place                  company         Holdings Inc.
Holdings Inc.     Stamford, CT 06902

Thomcorp          Thomson Reuters      Delaware      Holding         100% Thomson
Holdings Inc.     One Station Place                  company         Reuters (Markets)
                  Stamford, CT 06902                                 LLC

Thomson Reuters   Thomson Reuters      Delaware      Legal,          100% of Reuters
(Markets) LLC     3 Times Square                     financial and   America LLC
                  New York, NY                       professional
                  10036                              publishing
                                                     and services




                                          -4-


                                                                  Attachment D
                                                                    July 2011

                                                                Thomson Reuters
                                                                Control Structure

                                  All voting interests reflected on this chart are 100% unless otherwise indicated.
                     Woodbridge    *
                                  Approx. 55%


                                       TR Corp




                                    NSULC




                                       Ontario                                             TR (2008)
                                                                                            Limited
                                                          TR Int’l
                                                         Holdings                                      95.29%
                                                           Sarl
                                       TRCL                             4.71%
                                                                                             TRHL
                                                         Thomson
                                                          Reuters
                                    TRHSA               Investment
                                                         Holdings
                                                                         99.67           LN Holdings
                                                          Limited        %               (UK Tax Res)


                                    TRFSA
                                                                                             LNUK



                                                                                             LNUS


                                                     Thomson Reuters
                                                       Organization                      TR No. 4 Inc.
                                                          Corp.



                                                    Thomson Financial                    TR No. 5 LLC
                                                       Holdings Inc

                                                                                          TR (TRI) Inc.
                                                        Thomcorp
                                                       Holdings Inc.
                                                                                          TR US Inc.

                                                     Thomson Reuters
                                                      (Markets) LLC
                                                                                         TR No. 8 Inc.


                                                         Reuters                           Thomson
                                                       America LLC                          Reuters
                                                                                            US Inc.




* Note: Woodbridge holds its 55% interest in Thomson Reuters Corporation either directly or through affiliates or wholly-owned subsidiaries,
  with the following wholly-owned subsidiaries holding a 10% or greater interest in Thomson Reuters Corporation: 1683560 Ontario Limited
  (21.39%) and 1645325 Ontario Limited (27%). See Attachment C for further details.


                                                                    Attachment D
                                                                    November 2012

                                                                   Thomson Reuters
                                                                   Control Structure

                                     All voting interests reflected on this chart are 100% unless otherwise indicated.

                       Woodbridge    *
                                    Approx. 55%


                                         TR Corp




                                      NSULC



                                                            Thomson
                                                             Reuters          99.67%
                                         Ontario                                               TR (2008)
                                                           Investment
                                                                                                Limited
                                                            Holdings
                                                             Limited
                                                                                                            95.29%
                                         TRCL
                                                                                                 TRHL


                                                                 4.71%
                                      TRHSA
                                                                                               LN Holdings
                                                                                              (UK Tax Res)


                                      TRFSA
                                                                                                 LNUK



                                                                                                 LNUS


                                                       Thomson Reuters
                                                         Organization                         TR No. 4 Inc.
                                                            Corp.



                                                       Thomson Financial                      TR No. 5 LLC
                                                          Holdings Inc

                                                                                              TR (TRI) Inc.
                                                          Thomcorp
                                                         Holdings Inc.
                                                                                               TR US Inc.

                                                       Thomson Reuters
                                                        (Markets) LLC
                                                                                              TR No. 8 Inc.


                                                           Reuters                              Thomson
                                                         America LLC                             Reuters
                                                                                                 US Inc.




* Note: Woodbridge holds its 55% interest in Thomson Reuters Corporation either directly or through affiliates or wholly-owned subsidiaries, with the
  following wholly-owned subsidiaries holding a 10% or greater interest in Thomson Reuters Corporation: 1683560 Ontario Limited (21.61%) and
  1645425 Ontario Limited (23%). See Attachment C for further details.



Document Created: 2012-11-12 18:44:35
Document Modified: 2012-11-12 18:44:35

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