SEC Filings

S-4/A
TIME WARNER INC. filed this Form S-4/A on 03/24/2000
Entire Document
 
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Exchange Price, in the case of an exchange. Any money or certificates so
deposited with any such paying agent that shall not be required for such
redemption or exchange because of the exercise of any right of conversion or
otherwise shall be returned to the Corporation forthwith. Upon surrender (in
accordance with the notice of redemption or exchange) of the certificate or
certificates for any shares of this Series to be so redeemed or exchanged
(properly endorsed or assigned for transfer, if the Corporation shall so require
and the notice of redemption or exchange shall so state), such shares shall be
redeemed or exchanged by the Corporation at the Redemption Price or the Exchange
Price, as applicable, as set forth in Section 4.1 (unless the Corporation shall
have exercised its right to rescind such redemption pursuant to Section 4.5). In
case fewer than all the shares represented by any such certificate are to be
redeemed, a new certificate shall be issued representing the unredeemed shares
(or fractions thereof as provided in Section 8.4), without cost to the holder
thereof, together with the amount of cash, if any, in lieu of fractional shares
other than those issuable in accordance with Section 8.4. Subject to applicable
escheat laws, any moneys so set aside by the Corporation in the case of
redemption and unclaimed at the end of one year from the redemption date shall
revert to the general funds of the Corporation, after which reversion the
holders of such shares so called for redemption or exchange shall look only to
the general funds of the Corporation for the payment of the Redemption Price or
the Exchange Price, as applicable, without interest. Any interest accrued on
funds so deposited shall be paid to the Corporation from time to time.

          4.5  In the event that a Redemption Rescission Event shall occur
following any day on which a notice of redemption shall have been given pursuant
to Section 4.3 but at or prior to the earlier of (a) the time and date fixed for
redemption as set forth in such notice of redemption and (b) the time and date
at which the Corporation shall have irrevocably deposited funds or certificates
with a designated bank or trust company pursuant to Section 4.4, the Corporation
may, at its sole option, at any time prior to the earliest of (i) the close of
business on that day which is two (2) Trading Days following such Redemption
Rescission Event, (ii) the time and date fixed for redemption as set forth in
such notice and (iii) the time and date on which the Corporation shall have
irrevocably deposited such funds with a designated bank or trust company,
rescind the redemption to which such notice of redemption shall have related by
making a public announcement of such rescission (the date on which such