SEC Filings

424B5
TURNER BROADCASTING SYSTEM INC filed this Form 424B5 on 11/30/2016
Entire Document
 


Table of Contents

UNDERWRITING

Barclays Capital Inc., Citigroup Global Markets Inc., Mizuho Securities USA Inc. and Wells Fargo Securities, LLC are acting as the representatives of the underwriters named below. Subject to the terms and conditions stated in the underwriting agreement dated the date of this prospectus supplement, each underwriter named below has agreed to severally purchase, and we have agreed to sell to that underwriter, the principal amount of notes set forth opposite the underwriter’s name in the table below:

 

Underwriter

   Principal Amount
of Notes

due 2027
 

Barclays Capital Inc.

   $ 202,445,000   

Citigroup Global Markets Inc.

     202,445,000   

Mizuho Securities USA Inc.

     202,445,000   

Wells Fargo Securities, LLC

     202,445,000   

BNP Paribas Securities Corp.

     77,778,000   

Credit Agricole Securities (USA) Inc.

     77,778,000   

Morgan Stanley & Co. LLC

     77,778,000   

RBS Securities Inc.

     77,778,000   

Santander Investment Securities Inc.

     77,778,000   

SG Americas Securities, LLC

     77,778,000   

SMBC Nikko Securities America, Inc.

     77,778,000   

BNY Mellon Capital Markets, LLC

     16,198,000   

Credit Suisse Securities (USA) LLC

     16,197,000   

Deutsche Bank Securities Inc.

     16,197,000   

J.P. Morgan Securities LLC

     16,197,000   

Merrill Lynch, Pierce, Fenner & Smith

                          Incorporated

     16,197,000   

MUFG Securities Americas Inc.

     16,197,000   

Samuel A. Ramirez & Company, Inc.

     16,197,000   

Scotia Capital (USA) Inc.

     16,197,000   

Siebert Cisneros Shank & Co., L.L.C.

     16,197,000   
  

 

 

 

Total

   $ 1,500,000,000   
  

 

 

 

The underwriting agreement provides that the obligations of the underwriters to purchase the notes included in this offering are subject to approval of legal matters by counsel and other conditions. The underwriters are obligated to purchase all the notes if they purchase any of the notes. The underwriters initially propose to offer the notes directly to the public at the public offering price set forth on the cover page of this prospectus supplement and may offer the notes to dealers at the public offering price less a concession not to exceed 0.250% of the principal amount of the notes. The underwriters may allow, and dealers may reallow, a concession not to exceed 0.150% of the principal amount of the notes on sales to other dealers. After the initial offering of the notes to the public, the representatives may change the public offering price and concessions.

We are to pay 0.450% per note of underwriting discount to the underwriters in connection with this offering (expressed as a percentage of the principal amount of the notes).

In connection with the offering of the notes, the underwriters (or persons acting on their behalf) may over-allot the notes or effect transactions with a view to supporting the market price of the notes during the stabilization period at a level higher than that which might otherwise prevail. However, stabilization action may not necessarily occur. Any stabilization action may begin on or after the date on which adequate public disclosure of the terms of the offer of the relevant notes is made and, if begun, may be ended at any time, but it

 

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