SEC Filings

S-4/A
TIME WARNER INC. filed this Form S-4/A on 03/24/2000
Entire Document
 
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               1.23  "Series LMC Common Stock" shall mean the series of Series
Common Stock authorized and designated as Series LMC Common Stock.

               1.24  "Series LMCN-V Common Stock" and "this Series" shall mean
the series of Series Common Stock authorized and designated as Series LMCN-V
Common Stock.

               1.25  "Trading Day" shall mean, so long as the Common Stock is
listed or admitted to trading on the NYSE, a day on which the NYSE is open for
the transaction of business, or, if the Common Stock is not listed or admitted
to trading on the NYSE, a day on which the principal national securities
exchange on which the Common Stock is listed is open for the transaction of
business, or, if the Common Stock is not so listed or admitted for trading on
any national securities exchange, a day on which the National Market System of
NASDAQ is open for the transaction of business.


          2.  Dividends.
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          2.1  The holders of shares of this Series shall be entitled to receive
dividends, out of funds legally available therefor, payable on such dates as may
be set by the Board of Directors for payment of cash dividends on the Common
Stock (each such date being referred to herein as a "Dividend Payment Date"), in
cash, in an amount per share equal to the product of (i) the Formula Number in
effect as of such Dividend Payment Date multiplied by (ii) the amount of the
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regularly scheduled cash dividend to be paid on one share of Common Stock on
such Dividend Payment Date; provided, however, dividends on the shares of this
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Series shall be payable pursuant to this Section 2.1 only to the extent that
regularly scheduled cash dividends are declared and paid on the Common Stock.
As used herein, the "Formula Number" shall initially be 1.0000, which shall be
adjusted from time to time pursuant to Section 2.4.  The dividends payable on
any Dividend Payment Date shall be paid to the holders of record of shares of
this Series at the close of business on the record date for the related
regularly scheduled cash dividend on the Common Stock (each such date being
referred to herein as a "Record Date").  The amount of dividends that are paid
to each holder of record on any Dividend Payment Date shall be rounded to the
nearest cent.

          2.2  In case the Corporation shall at any time distribute (other than
a distribution in liquidation of the Corporation and other than a distribution
of Common