Attachment Exhibit E

This document pretains to SES-T/C-20131205-01172 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2013120501172_1029643

                                                                         Reuters America LLC
                                                                 Pro Forma Transfer of Control
                                                                               FCC Form 312
                                                                           Schedule A, Item 20
                                                                               December 2013


                                              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
                                                                               December 2013

                 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.

        ●        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.
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
                                                                                 December 2013


        ●        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.

        ●        The merger of TR International Holdings S.a.r.l. into its parent, Thomson
                 Reuters Finance S.A., pursuant to SES-T/C-20121112-01009. 3

        ●        The mergers of Thomcorp Holdings Inc., into its parent, Thomson
                 Financial Holdings Inc., followed by the merger of Thomson Financial
                 Holdings Inc. into its parent, Thomson Reuters Organization Corp.,
                 pursuant to SES-T/C-20121206-01072. 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 December 6, 2012.

        II.      The Proposed Pro Forma Transaction

        This application seeks FCC consent to the merger of Thomson Reuters
Organization LLC with and into its parent company, Thomson Reuters U.S. LLC. As a
result of this merger, Thomson Reuters Organization LLC will be removed from the
Reuters America control chain, and Thomson Reuters (Markets) LLC, another of the
intermediate companies in the control chain, will be owned directly by Thomson Reuters
U.S. LLC instead of by Thomson Reuters Organization Corp. 5

        The Thomson Reuters Control Structure following this transaction is depicted on
a new Attachment D (December 2013) 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.
3
   See File No. SES-T/C-20121112-01009. Consummation of this pro forma transfer of control was
reported to the Commission on Nov. 30, 2012. See File No. CONSMT2012113000057.
4
   See File No. SES-T/C-20121206-01072. All of the steps required for this pro forma transfer of control
were completed on December 26, 2012, and consummation of the transaction has been reported to the
Commission.
5
  In addition to the pro forma transfer of control described above, the 4.71% interest in TR Holdings
Limited (“TRHL”) currently held by Thomson Reuters Finance SA will be transferred to TR (2008)
Limited, which already holds 95.29% of TRHL. This transfer does not affect control of Reuters America
or any other entity in the chain of ownership of Reuters America.


                                                   -3-


                                                                            Reuters America LLC
                                                                    Pro Forma Transfer of Control
                                                                                  FCC Form 312
                                                                              Schedule A, Item 20
                                                                                  December 2013


        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
(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

        Thomson Reuters plans to implement the proposed transaction shortly and
therefore respectfully asks that the Commission to grant this pro forma transfer
application as soon as possible.




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
                                                                                                  December 2013
                         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 (21.58%), which is an Ontario company whose
address is the same as the address shown for Woodbridge, and 1645425 Ontario Limited (22.66%), 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
                                                                         December 2013


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    7 Boulevard Royal,    Luxembourg Holding           100% of Thomson
Holdings S.A.      L2449 Luxembourg                 company           Reuters Finance
(TRHSA)                                                               SA
Thomson Reuters    7 Boulevard Royal,    Luxembourg Holding           100% of Thomson
Finance SA         L2449 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        100% of the voting
Limited            33 Aldgate High       Wales         company        shares and equity
                   Street                                             of TR Holdings
                   London EC3N 1DL                                    Limited.
                   England
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.
LN Holdings        Clarendon House       Bermuda       Investment     100% of LiveNote
Limited            2 Church Street                     holding        Technologies
(LN Holdings)      Hamilton, HM 11                     company        Limited
                   Bermuda




                                           -2-


                                                                                  Reuters America LLC
                                                                                        FCC Form 312
                                                                                  Schedule A, Item A20
                                                                                       December 2013


Entity                 Address                    Citizenship      Business           Interest
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         Holding            100% of Thomson
(LNUS)                 Suite 1250,                                 company            Reuters No. 4 Inc.
                       San Francisco, CA
                       94105
Thomson Reuters        One Station Place          Delaware         Holding            100% of the voting
No. 4 Inc.             Stamford, CT 06902                          company            common of
(TR No. 4 Inc.)                                                                       Thomson Reuters
                                                                                      No. 5 LLC.; TR
                                                                                      Organization 2
                                                                                      (TR02) holds non-
                                                                                      voting preferred
                                                                                      shares in Thomson
                                                                                      Reuters No. 5
                                                                                      LLC.3
Thomson Reuters        One Station Place          Delaware         Holding            100% of Thomson
No. 5 LLC              Stamford, CT 06902                          company            Reuters (TRI) Inc.
(TR No. 5 LLC)
Thomson Reuters        One Station Place          Delaware         Holding            100% of TR U.S.
(TRI) Inc.             Stamford, CT 06902                          company            Inc.
(TR (TRI) Inc.)
TR U.S. Inc.           One Station Place          Delaware         Holding            100% of Thomson
                       Stamford, CT 06902                          company            Reuters No. 8 LLC
Thomson Reuters        One Station Place          Delaware         Holding            100% of Thomson
No. 8 LLC (TR          Stamford, CT 06902                          company            Reuters U.S. LLC
No. 8 LLC)
Thomson Reuters        One Station Place          Delaware         Holding            100% Thomson
U.S. LLC               Stamford, CT 06902                          company            Reuters (Markets)
                                                                                      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


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-


                                                                   Attachment D
                                                                  December, 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



                                                                                              TR No. 4 Inc.



                                                                                              TR No. 5 LLC



                                                       Thomson Reuters                        TR (TRI) Inc.
                                                         Organization
                                                             LLC

                                                                                               TR US Inc.

                                                       Thomson Reuters
                                                        (Markets) LLC
                                                                                              TR No. 8 LLC


                                                           Reuters                              Thomson
                                                         America LLC                             Reuters
                                                                                                 US LLC




* 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
  1645325 Ontario Limited (23%). See Attachment C for further details.


                                                                   Attachment D
                                                                  December, 2013

                                                                  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

                                         TRCL
                                                                                                 TRHL



                                      TRHSA
                                                                                               LN Holdings
                                                                                              (UK Tax Res)


                                      TRFSA
                                                                                                 LNUK



                                                                                                 LNUS



                                                                                              TR No. 4 Inc.



                                                                                              TR No. 5 LLC


                                                       Thomson Reuters
                                                        (Markets) LLC                         TR (TRI) Inc.



                                                                                               TR US Inc.
                                                           Reuters
                                                         America LLC

                                                                                              TR No. 8 LLC


                                                                                                Thomson
                                                                                                 Reuters
                                                                                                 US LLC




* 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 (21.58%) and
  1645325 Ontario Limited (22.66%). See Attachment C for further details.



Document Created: 2013-12-05 15:46:45
Document Modified: 2013-12-05 15:46:45

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