SEC Filings

S-4/A
TIME WARNER INC. filed this Form S-4/A on 03/24/2000
Entire Document
 
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          4.5  In the event that a Redemption Rescission Event shall occur
following any day on which a notice of redemption or exchange 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 or exchange as set forth in such notice of redemption
or exchange 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 or exchange 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 or
exchange to which such notice of redemption or exchange shall have related by
making a public announcement of such rescission (the date on which such public
announcement shall have been made being hereinafter referred to as the
"Rescission Date"). The Corporation shall be deemed to have made such
announcement if it shall issue a release to the Dow Jones News Service, Reuters
Information Services or any successor news wire service. From and after the
making of such announcement, the Corporation shall have no obligation to redeem
or exchange shares of this Series called for redemption or exchange pursuant to
such notice of redemption or exchange or to pay the redemption or exchange price
therefor and all rights of holders of shares of this Series shall be restored as
if such notice of redemption or exchange had not been given. The Corporation
shall give notice of any such rescission by first-class mail, postage prepaid,
mailed as promptly as practicable, but in no event later than the close of
business on that date which is five (5) Trading Days following the Rescission
Date to each record holder of shares of this Series at the close of business on
the Rescission Date and to any other person or entity that was a record holder
of shares of this Series and that shall have surrendered shares of this Series
for conversion following the giving of notice of the subsequently rescinded
redemption or exchange. Each notice of rescission shall(w) state that the
redemption or exchange described in the notice of redemption or exchange has
been rescinded, (x) state that any Converting Holder shall be entitled to
rescind the conversion of shares of this Series surrendered for conversion
following the day on which notice of redemption or exchange was given but on or
prior to the date of the mailing of the Corporation's notice of rescission, (y)
be accompanied by a form prescribed by the Corporation to be used by any
Converting Holder rescinding the