SEC Filings

S-4/A
TIME WARNER INC. filed this Form S-4/A on 03/24/2000
Entire Document
 
<PAGE>
 
   
   Time Warner. The deadline has passed for stockholder proposals in
connection with Time Warner's 2000 annual meeting of stockholders. Time Warner
will hold an annual meeting in the year 2001 only if the merger has not
already been completed. In order to be included in the proxy statement for the
2001 annual meeting of Time Warner's stockholders, stockholder proposals must
be received by Time Warner no later than November 30, 2000, and must otherwise
comply with the requirements of Rule 14a-8. In addition, Time Warner's by-laws
establish an advance notice procedure with regard to certain matters,
including stockholder proposals not included in Time Warner's proxy statement,
to be brought before an annual meeting of stockholders. In general, notice
must be received by the Secretary of Time Warner not less than 70 days nor
more than 120 days prior to the anniversary date of the immediately preceding
annual meeting and must contain specified information concerning the matters
to be brought before such meeting and concerning the stockholder proposing
such matters. Therefore, to be presented at Time Warner's 2001 annual meeting,
such a proposal must be received by Time Warner after January 18, 2001 but no
later than March 9, 2001. If the date of the annual meeting is more than 30
days earlier or more than 60 days later than such anniversary date, notice
must be received not earlier than the 120th day prior to such annual meeting
and not later than the close of business on the later of the 70th day prior to
such annual meeting or the 10th day following the day on which public
announcement of the date of such meeting is first made. If a stockholder who
has notified Time Warner of his intention to present a proposal at an annual
meeting does not appear or send a qualified representative to present his
proposal at such meeting, Time Warner need not present the proposal for a vote
at such meeting. All notices of proposals by stockholders, whether or not to
be included in Time Warner's proxy materials, should be sent to the attention
of the Secretary of Time Warner at 75 Rockefeller Plaza, New York, New York
10019.     
 
                      WHERE YOU CAN FIND MORE INFORMATION
 
   This joint proxy statement-prospectus incorporates documents by reference
which are not presented in or delivered with this joint proxy statement-
prospectus.
 
   All documents filed by America Online or Time Warner pursuant to Section
13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this joint
proxy statement-prospectus and before the date of each company's special
meeting are incorporated by reference into and are deemed to be a part of this
joint proxy statement-prospectus from the date of filing of those documents.
 
   You should rely only on the information contained in this document or that
which we have referred you to. We have not authorized anyone to provide you
with any additional information.
 
   The following documents, which have been filed by America Online with the
Securities and Exchange Commission (SEC file number 001-12143), are
incorporated by reference into this joint proxy statement-prospectus:
 
   America Online's Annual Report on Form 10-K for the fiscal year ended June
30, 1999 (filing date August 13, 1999)
 
   America Online's Quarterly Report on Form 10-Q, for the quarterly period
ended September 30, 1999 (filing date November 2, 1999)
   
   America Online's Quarterly Report on Form 10-Q, for the quarterly period
ended December 31, 1999 (filing date February 14, 2000)     
 
   America Online's Proxy Statement on Schedule 14A (filing date September 24,
1999)
 
   America Online's Current Report on Form 8-K dated December 1, 1999 (filing
date of December 2, 1999)
 
   America Online's Current Report on Form 8-K dated December 21, 1999 (filing
date of January 3, 2000)
 
   America Online's Current Report on Form 8-K dated January 10, 2000 (filing
date of January 14, 2000)
 
                                      131