UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 13, 2007
TIME WARNER INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-15062 13-4099534
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
One Time WarnerCenter, New York, New York 10019
(Address of Principal Executive Offices) (Zip Code)
212-484-8000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2 below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.02 Termination of a Material Definitive Agreement.
As previously reported, on April 9, 2007, Time Warner Cable Inc. ("TWC"), a
subsidiary of Time Warner Inc. (the "Company" or "Time Warner"), completed its
offering of $5 billion in aggregate principal amount of senior unsecured notes
and debentures consisting of $1.5 billion principal amount of 5.40% Notes due
2012 (the "2012 Notes"), $2 billion principal amount of 5.85% Notes due 2017
(the "2017 Notes") and $1.5 billion principal amount of 6.55% Debentures due
2037 (the "2037 Debentures" and, together with the 2012 Notes and the 2017
Notes, the "Debt Securities"). On April 11, 2007 and April 13, 2007, TWC used a
portion of the net proceeds from the issuance of the Debt Securities to repay
all principal amounts due and owing under its $4.0 billion three-year term loan
facility (the "Three-Year Term Facility"), under the credit agreement dated as
of February 24, 2006, among TWC, as borrower, the lenders from time to time
party thereto, Wachovia Bank, National Association, as administrative agent, ABN
Amro Bank N.V. and Barclays Capital, as co-syndication agents, and Dresdner Bank
AG New York and Grand Cayman Branches and The Bank of Nova Scotia, as
co-documentation agents. As of April 13, 2007, the Three-Year Term Facility is
fully repaid and terminated and the guarantees provided by TW NY Cable Holding
Inc. and Time Warner Entertainment Company, L.P. thereunder also terminated. The
Three-Year Term Facility would have matured on dateMonth2Day24Year2009February
24, 2009. TWC did not incur any early termination or prepayment penalties in
connection with the termination of the Three-Year Term Facility.
Certain of the lenders under the Three-Year Term Facility and their affiliates
have performed and may, from time to time in the future, engage in transactions
with and perform commercial and investment banking and advisory services for the
Company and its subsidiaries, including TWC, for which they have received or
will receive customary fees and expenses.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TIME WARNER INC.
By: /s/ Wayne H. Pace
_______________________________
Name: Wayne H. Pace
Title: Executive Vice President
and Chief Financial Officer
Date: April 17, 2007