-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AKotig/cgx4HhG9kcD0v00Kw+yZQ5q3o3oM3c/rAMvoBAahDH/YOd32snc1pIZfK T961r+BJp2oCNZtrVJQ7Dw== 0000950144-97-010395.txt : 19970929 0000950144-97-010395.hdr.sgml : 19970929 ACCESSION NUMBER: 0000950144-97-010395 CONFORMED SUBMISSION TYPE: 424B1 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970926 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANS WORLD AIRLINES INC /NEW/ CENTRAL INDEX KEY: 0000278327 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 431145889 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B1 SEC ACT: SEC FILE NUMBER: 333-04977 FILM NUMBER: 97686181 BUSINESS ADDRESS: STREET 1: ONE CITY CENTRE STREET 2: 515 N SIXTH ST CITY: ST LOUIS STATE: MO ZIP: 63101 BUSINESS PHONE: 3145893000 MAIL ADDRESS: STREET 1: ONE CITY CENTRE STREET 2: 515 N 6TH ST CITY: ST LOUIS STATE: MO ZIP: 63101 424B1 1 TRANS WORLD AIRLINES: PROSPECTUS SUPPLEMENT 1 Filed Pursuant to Rule 424(b)(1) Registration No. 333-04977 PROSPECTUS SUPPLEMENT NO. 21 TO PROSPECTUS DATED AUGUST 16, 1996 TRANS WORLD AIRLINES, INC. 3,152,500 SHARES OF 8% CUMULATIVE CONVERTIBLE EXCHANGEABLE PREFERRED STOCK, $.01 PAR VALUE PER SHARE (SUBJECT TO CONVERSION INTO SHARES OF COMMON STOCK, $.01 PAR VALUE PER SHARE) The 3,152,500 shares of 8% Cumulative Convertible Exchangeable Preferred Stock (the "Preferred Stock") of Trans World Airlines, Inc. (the "Company") offered hereby are being offered by the Selling Holders identified below. Each of such Selling Holders has notified the Company in writing of his or her or its intention to sell the shares of Preferred Stock as listed herein and has requested the Company to file this supplement to the Company's Prospectus dated August 16, 1996 (the "Prospectus"). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Prospectus. The Selling Holders will receive all of the net proceeds from the sale of the Preferred Stock and, accordingly, the Company will receive none of the proceeds from the sales thereof. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. No person is authorized by the Company or by any dealer to give information or to make any representations other than those contained or incorporated by reference in this Prospectus Supplement or the accompanying Prospectus and, if given or made, such information or representations must not be relied upon as having been so authorized. Neither this Prospectus Supplement nor the accompanying Prospectus constitutes an offer to sell or the solicitation of an offer to buy any securities other than the securities described in this Prospectus Supplement or an offer to sell or the solicitation of an offer to buy such securities in any jurisdiction to any person to whom it is unlawful to make such offer in such jurisdiction. The delivery of this Prospectus Supplement or the accompanying Prospectus or any sale made hereunder does not imply that the information contained herein or therein is correct as of any time subsequent to the date on which such information is given. The Section entitled "Selling Holders" is hereby supplemented to include the following information: SELLING HOLDERS The following table sets forth information with respect to the Selling Holders of the securities offered hereby. Each of the Selling Holders has notified the Company in writing of his or her or its intention to sell shares of Preferred Stock in accordance with the requirements set forth in the Prospectus. The table is cumulative and includes information previously provided to the Company by the Selling Holders and previously reported by the Company. Other beneficial owners of the Preferred Stock not set forth below may be added as Selling Holders to this Prospectus in the future. None of the Selling Holders has, or within the past three years has had, any position, office or other material relationship with the Company or any of its predecessors or affiliates except as may be set forth below. This table has been prepared based upon information furnished to the Company by the Selling Holders and American Stock Transfer & Trust Company as the transfer agent for the Preferred Stock and the Common Stock.
APPROXIMATE NUMBER OF SHARES NUMBER OF SHARES NUMBER OF SHARES PERCENTAGE OF OF COMMON STOCK OF PREFERRED STOCK OF PREFERRED OUTSTANDING SHARES INTO WHICH NAME BENEFICIALLY OWNED STOCK OFFERED OF PREFERRED STOCK CONVERTIBLE ---- ------------------ ---------------- ------------------ ---------------- PaineWebber, Inc............................... 238,550 238,550 6.17% 588,502.85 Nomura Securities (Bermuda) Ltd................ 90,000 90,000 2.53% 222,030.00 JMG Convertible Investment L.P................. 160,000 160,000 4.14% 394,720.00 Triton Capital Investment Ltd.................. 30,000 30,000 0.78% 74,010.00 Alpine Associates.............................. 240,000 240,000 6.20% 592,080.00 United National Insurance(1)................... 2,000 2,000 0.05% 4,934.00 Lincoln National Convertible Securities Fund(2)...................................... 41,800 41,800 1.08% 103,120.60 Lincoln National Life Insurance(2)............. 145,000 145,000 3.75% 357,715.00 Weirton Trust(3)............................... 18,200 18,200 0.47% 44,899.40 Fidelity Puritan Trust: Fidelity Balanced Fund....................... 39,400 39,400 1.02% 97,199.80 Fidelity Financial Trust: Fidelity Convertible Securities Fund......... 210,000 210,000 5.43% 518,070.00 Fidelity Financial Trust: Fidelity Equity-Income Fund.................. 175,500 175,500 4.54% 432.958.50 Fidelity Fixed-Income: Spartan High Income Fund..................... 231,500 231,500 5.98% 571,110.50 Fidelity Management Trust Company on behalf of accounts managed by it(4).................... 96,600 96,600 2.50% 238,312.20 Merrill Lynch, Pierce, Fenner & Smith Inc...... 251,550 251,550 6.50% 620,573.85 PaineWebber, Inc............................... 105,900 105,900 2.74% 261,255.30 Donaldson, Lufkin & Jenrette Sec. Corp......... 61,500 61,500 1.59% 151,720.50 K A Trading, LP................................ 49,814 49,814 1.29% 122,891.14 Donaldson, Lufkin & Jenrette Sec. Corp......... 80,900 80,900 2.09% 199,580.30 K A Management Limited......................... 17,686 17,686 0.46% 43,631.36 Guaranty National Insurance Company(5)......... 2,000 2,000 0.05% 4,934.00
(Continued on next page) THE DATE OF THIS PROSPECTUS SUPPLEMENT IS SEPTEMBER 26, 1997 2 (Continued from cover page)
APPROXIMATE NUMBER OF SHARES NUMBER OF SHARES NUMBER OF SHARES PERCENTAGE OF OF COMMON STOCK OF PREFERRED STOCK OF PREFERRED OUTSTANDING SHARES INTO WHICH NAME BENEFICIALLY OWNED STOCK OFFERED OF PREFERRED STOCK CONVERTIBLE ---- ------------------ ---------------- ------------------ ---------------- RAMAT Securities, Ltd.(6)...................... 2,500 2,500 0.06% 6,167.50 Southport Partners International Ltd.(7)....... 12,300 12,300 0.32% 30,344.10 Deutsche Morgan Grenfell, Inc.................. 52,600 52,600 1.36% 129,764.20 PaineWebber, Inc. ............................. 71,500 52,200 1.35% 128,777.40 Reliant Trading................................ 150,000 150,000 3.88% 370,050.00 Shepherd Trading Limited....................... 125,000 125,000 3.23% 308,375.00 TQA Vantage Fund, Ltd(8)....................... 36,250 36,250 0.94% 89,428.75 TQA Leverage Fund, L.P.(8)..................... 8,750 8,750 0.23% 21,586.25 Bear Stearns Securities, Corp.................. 350,000 350,000 9.05% 863,450.00 Paloma Securities L.L.C........................ 15,000 15,000 0.39% 37,005.00 Silverton International Fund Limited........... 10,000 10,000 0.26% 24,670.00 *Alpine Associates............................. 145,000 50,000 1.29% 123,350.00 --------- --------- ----- ------------ Total.................................. 3,266,800** 3,152,500** 81.48% 7,777,217.50 ========= ========= ===== ============
- --------------- * This Holder previously offered 40,000 shares of Preferred Stock from its total beneficially owned of 145,000 shares. This Prospectus Supplement only registers an additional 10,000 shares. ** Prospectus Supplement No. 14 purported to register 208,000 shares of the Preferred Stock held by Morgan Stanley & Co. pursuant to the registration statement. However, Morgan Stanley has since advised the Company that such request was in error since the shares had been previously registered. Therefore, these shares have been removed from the totals herein. (1) Record holder PNC Bank; shares to be offered through Lynch & Mayer, Inc., Investment Managers. (2) Record holder Banker's Trust; shares to be offered through Lynch & Mayer, Inc., Investment Managers. (3) Record holder Mellon Bank; shares to be offered through Lynch & Mayer, Inc., Investment Managers. (4) Shares indicated as owned by such entity are owned directly by various private investment accounts, primarily employee benefit plans for which Fidelity Management Trust Company ("FMTC") serves as trustee or managing agent. (5) Custodian Chase Manhattan Bank; shares to be offered through PaineWebber, Inc. (6) Record Holder Bear Stearns Security Corp; to be offered through Bear Stearns. (7) Record Holder Wagner Stott; shares to be offered through Merrill, Lynch, Pierce, Fenner & Smith, Inc. (8) Shares to be offered through McMann Securities. Information concerning the sale of other shares of Preferred Stock by their beneficial holders will be set forth in additional Prospectus Supplements. As of the date of this Prospectus Supplement, the aggregate number of shares of Preferred Stock outstanding is 3,869,000. It is not possible to predict the number of shares of Preferred Stock that will be sold hereby. Consequently, it is not possible to predict the number of shares of Preferred Stock that will be owned by the Selling Holders following completion of sales of the securities offered hereby. -----END PRIVACY-ENHANCED MESSAGE-----