Time Warner Inc. Announces Cash Tender Offer for Any and All of its Outstanding 5.875% Notes Due 2016
May 28 2015 - 09:15AM
Business Wire
Time Warner Inc. (NYSE:TWX) today announced that it has
commenced a tender offer to purchase for cash any and all of the
outstanding 5.875% Notes due 2016 (CUSIP No. 887317AC9) of Time
Warner Inc. (the “Notes”). The tender offer will expire at 5:00
p.m., New York City time, on June 3, 2015, unless extended or
earlier terminated. The terms and conditions of the tender offer
are set forth in an Offer to Purchase (the “Offer to Purchase”) and
related Letter of Transmittal and Notice of Guaranteed Delivery,
which together constitute the “Offer.” The aggregate principal
amount of Notes currently outstanding is $1.0 billion.
The total purchase price to be paid for each $1,000 principal
amount of Notes that are validly tendered and not validly withdrawn
on or prior to the expiration of the Offer is $1,073.50, plus
accrued and unpaid interest on the Notes up to, but not including,
the New York City business day following the expiration of the
Offer. Assuming the Offer is not extended, it is expected that
payment will be made on June 4, 2015 (other than with respect to
Notes tendered pursuant to the guaranteed delivery procedures
described in the Offer to Purchase, with respect to which payment
will be made on June 8, 2015).
As described in the Offer to Purchase, tendered Notes may be
withdrawn at any time before the earlier of (i) the expiration date
of the Offer and (ii) if the Offer is extended, the 10th business
day after the commencement of the Offer. Notes tendered pursuant to
the Offer may also be withdrawn at any time after the 60th business
day after commencement of the Offer if for any reason the Offer has
not been consummated within 60 business days of commencement. The
Offer is subject to certain conditions, but is not conditioned on
the tender of a minimum principal amount of Notes. Time Warner may
amend, extend or, subject to certain conditions and applicable law,
terminate the Offer at any time in its sole discretion.
BofA Merrill Lynch, Citigroup Global Markets Inc., Morgan
Stanley and Wells Fargo Securities, LLC will act as Dealer Managers
for the Offer. D.F. King & Co., Inc. will act as the
Information Agent and Depositary. Requests for documents may be
directed to D.F. King & Co., Inc. at (866) 745-0272 (toll free)
or (212) 269-5550 (banks and brokers). Questions regarding the
Offer may be directed to BofA Merrill Lynch at (888) 292-0070,
Citigroup Global Markets Inc. at (800) 558-3745, Morgan Stanley at
(800) 624-1808 and Wells Fargo Securities, LLC at (866) 309-6316.
Copies of the Offer to Purchase, the Letter of Transmittal and the
Notice of Guaranteed Delivery, along with any amendments and
supplements thereto, may be obtained for free at
www.dfking.com/twx.
This announcement is for informational purposes only and is not
an offer to purchase or sell or a solicitation of an offer to
purchase or sell, with respect to any securities. The solicitation
of offers to buy the Notes is only being made pursuant to the terms
of the Offer to Purchase and the related Letter of Transmittal and
Notice of Guaranteed Delivery. The Offer is not being made in any
state or jurisdiction in which such offer would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction. None of Time Warner, the Dealer
Managers or the Information Agent and Depositary is making any
recommendation as to whether or not holders should tender their
Notes in connection with the Offer.
ABOUT TIME WARNER INC.
Time Warner Inc., a global leader in media and
entertainment with businesses in television networks, film and TV
entertainment, uses its industry-leading operating scale and
brands to create, package and deliver high-quality content
worldwide on a multi-platform basis.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This document includes certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These statements are based on management’s current
expectations or beliefs, and are subject to uncertainty and changes
in circumstances. Actual results may vary materially from those
expressed or implied by the statements herein due to changes in
economic, business, competitive, technological, strategic and/or
regulatory factors and other factors affecting the operation of
Time Warner’s businesses. More detailed information about these
factors may be found in filings by Time Warner with the Securities
and Exchange Commission, including its most recent Annual Report on
Form 10-K and subsequent Quarterly Reports on Form 10-Q. Time
Warner is under no obligation, and expressly disclaims any such
obligation, to update or alter its forward-looking statements,
whether as a result of new information, future events, or
otherwise.
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version on businesswire.com: http://www.businesswire.com/news/home/20150528005868/en/
Time Warner Inc.Corporate
CommunicationsKeith Cocozza 212-484-7482orInvestor RelationsMichael Kopelman
212-484-8920orMichael Senno 212-484-8950
Time Warner (NYSE:TWX)
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