NEW YORK - Time Warner Inc. (NYSE:TWX) and Time Inc. today announced that, in connection with Time Warner Inc.’s previously announced intention to separate Time Inc. from Time Warner Inc., Time Inc. plans to raise an aggregate $1.4 billion of debt through an offering of unsecured senior notes and by entering into a secured term loan facility. Time Warner Inc. will not be a guarantor or otherwise provide credit support for the notes or the term loan facility.
Time Inc. intends to use the expected net proceeds from this financing to fund the acquisition of Time Inc.’s U.K. publishing business, which is currently owned by a wholly owned subsidiary of Time Warner Inc. Time Inc. intends to use the remaining expected net proceeds from this financing to pay a special cash dividend to Time Warner Inc.
The notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any other applicable securities laws.
The notes will be sold in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act and sold outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
ABOUT TIME WARNER INC.
Time Warner Inc., a global leader in media and entertainment with businesses in television networks, film and TV entertainment and publishing, uses its industry-leading operating scale and brands to create, package and deliver high-quality content worldwide through multiple distribution outlets.
ABOUT TIME INC.
Time Inc., a division of Time Warner, is one of the largest branded media companies in the world reaching more than 130 million Americans each month across multiple platforms. With influential brands such as TIME, PEOPLE, SPORTS ILLUSTRATED, InStyle, and REAL SIMPLE, Time Inc. is home to celebrated events and franchises including the FORTUNE 500, TIME 100, PEOPLE’s Most Beautiful and SPORTS ILLUSTRATED’S Sportsman of the Year.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations or beliefs, and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements in this press release due to changes in economic, business, competitive, technological, strategic and/or regulatory factors and other factors affecting the operation of Time Warner’s businesses. More detailed information about these factors may be found in filings by Time Warner with the Securities and Exchange Commission, including its most recent Annual Report on Form 10‑K and any subsequent Quarterly Reports on Form 10‑Q. Time Warner is under no obligation, and expressly disclaims any such obligation, to update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.