SEC Filings

S-4/A
TIME WARNER INC. filed this Form S-4/A on 03/24/2000
Entire Document
 
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conversion of a fraction of a share of this Series into Series LMCN-V Common
Stock.

          3.4  Any holder of shares of this Series electing to convert such
shares into Common Stock or Series LMCN-V Common Stock shall surrender the
certificate or certificates for such shares at the principal executive office of
the Corporation (or at such other place as the Corporation may designate by
notice to the holders of shares of this Series) during regular business hours,
duly endorsed to the Corporation or in blank, or accompanied by instruments of
transfer to the Corporation or in blank, or in form satisfactory to the
Corporation, and shall give written notice to the Corporation at such office
that such holder elects to convert such shares of this Series, which notice
shall state whether the shares of this Series delivered for conversion shall be
converted into shares of Common Stock or shares of Series LMCN-V Common Stock.
If any such certificate or certificates shall have been lost, stolen or
destroyed, the holder shall, in lieu of delivering such certificate or
certificates, deliver to the Corporation (or such other place) an
indemnification agreement and bond satisfactory to the Corporation.  The
Corporation shall, as soon as practicable (subject to Section 3.8) after such
deposit of certificates for shares of this Series or delivery of the
indemnification agreement and bond, accompanied by the written notice above
prescribed, issue and deliver at such office (or such other place) to the holder
for whose account such shares were surrendered, or a designee of such holder,
certificates representing either (i) the number of shares of Common Stock and
the cash, if any, or (ii) the number of shares of Series LMCN-V Common Stock, as
the case may be, to which such holder is entitled upon such conversion.  Each
share of Common Stock delivered to a holder or its designee as a result of
conversion of shares of this Series pursuant to this Section 3 shall be
accompanied by any rights associated generally with each other share of Common
Stock outstanding as of the Conversion Date.

          3.5  Conversion shall be deemed to have been made as of the date (the
"Conversion Date") that the certificate or certificates for the shares of this
Series to be converted and the written notice prescribed in Section 3.4 are
received by the Corporation; and the Person entitled to receive the Common Stock
or Series LMCN-V Common Stock issuable upon such conversion shall be treated for
all purposes as the holder of record of such Common Stock or Series LMCN-V
Common Stock, as the case may be, on such date.  The Corporation shall not be
required to deliver certificates for shares of Common Stock or Series LMCN-V