-----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, I4zFXyYKV6u2BJabeDrkmt2nOQJhk1oJV5U0iIyDbyd769ZA5H/4L2GrR76rqeIE M9cNMv9rb78X47zEH1XuGg== 0001068800-99-000293.txt : 19990713 0001068800-99-000293.hdr.sgml : 19990713 ACCESSION NUMBER: 0001068800-99-000293 CONFORMED SUBMISSION TYPE: 424B1 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990712 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: 333-44689 FILM NUMBER: 99662661 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 TWA PROSPECTUS SUPPLEMENT PROSPECTUS SUPPLEMENT NO. 14 TO PROSPECTUS DATED FEBRUARY 5, 1998 TRANS WORLD AIRLINES, INC. 1,582,200 SHARES OF 9 1/4% CUMULATIVE CONVERTIBLE EXCHANGEABLE PREFERRED STOCK, $.01 PAR VALUE PER SHARE (Subject to Conversion into Shares of Common Stock, $.01 par value per share) The 1,582,200 shares of 9 1/4% Cumulative Convertible Exchangeable Preferred Stock, $.01 par value per share (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 February 5, 1998 (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. This table is cumulative and includes information 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. 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.
- ------------------------------------------------------------------------------------------------------------------------------------ Percentage of Approximate Number Number of shares of Outstanding of Shares of Common Preferred Stock Number of shares of shares of Stock into which Name Beneficially Owned Preferred Stock Offered Preferred Stock Convertible Raphael, L.P. 47,800 47,800 2.77% 302,526.20 Michael Angelo. L.P. 43,800 43,800 2.54% 277,210.20 Angelo, Gordon Co., L.P. 44,900 44,900 2.60% 284,172.10 Ramius Fund, Ltd. 28,000 28,000 1.62% 177,212.00 Baldwin Enterprises, Inc. 15,000 15,000 0.87% 94,974.00 Medici Partners, L.P. 6,000 6,000 0.35% 37,974.00 Ramius Securities, LLC 5,000 5,000 0.29% 31,645.00 Bear, Stearns & Co. 5,000 5,000 0.29% 31,645.00 R2 Investments, L.D.C. 8,100 8,100 0.47% 51,264.90 Q Investments, L.P. 15,600 15,600 0.90% 98,732.40 No Margin Fund, L.P. 22,200 22,200 1.29% 140,503.80 Steeler Fund, Ltd. 179,000 179,000 10.38% 1,132,891.00 Duquesne Fund, L.P. 98,800 98,800 5.73% 625,305.20 Lazard Freres & Co. LLC 73,100 73,100 4.24% 462,649.90 Credit Research & Trading LLC 15,000 15,000 0.87% 94,935.00 Lazard Freres & Co. LLC 22,500 22,500 1.30% 142,402.50 Deutsche Morgan Grenfell Inc. 173,300 173,300 10.05% 1,096,815.90 (Continued on next page) To be offered through Lazard Freres & Co. LLC. Lazard Freres & Co. LLC 47,000 47,000 2.72% 297,463.00 Lazard Freres & Co. LLC 25,000 25,000 1.45% 158,225.00 Tablesalt & Co. 50,000 50,000 2.90% 316,450.00 Stark International 5,800 5,800 0.34% 36,708.20 Shepherd Investments International, Ltd. 4,200 4,200 0.24% 26,581.90 Lazard Freres & Co. LLC 80,000 80,000 4.64% 506,320.00 Swiss Bank Corporation -London Branch 2,500 2,500 0.14% 15,822.50 Farallon Capital Partners, LP 29,300 29,300 1.70% 185,439.70 Farallon Capital Institutional Partners, LP 26,000 26,000 1.51% 164,554.00 Farallon Capital Institutional Partners II, LP 3,200 3,200 0.19% 20,252.80 The Common Fund 6,500 6,500 0.38% 41,138.50 Swiss Bank Corporation -London Branch 5,000 5,000 0.29% 31,645.00 ABN-AMRO Incorporated 122,700 122,700 7.11% 776,568.30 Deutsche Bank AG 4,200 4,200 0.24% 26,581.80 ABN-AMRO Incorporated 140,400 140,400 8.14% 888,591.60 SoundShore Holdings Ltd. 49,600 49,600 2.88% 313,918.40 ABN-AMRO Incorporated 13,500 13,500 0.78% 85,441.50 Goldman Sachs and Company 7,200 7,200 0.42% 45,568.80 ABN-AMRO Incorporated 22,000 22,000 1.28% 139,238.00 Lindner Growth Fund 135,000 135,000 7.83% 854,415.00 --------- --------- ----- ------------- Total 1,582,200 1,582,200 91.72% 10,013,743.80 ========= ========= ===== ============= Prospectus Supplement No. 11 purported to register 13,500 shares of the Preferred Stock held by ABN-AMRO, Incorporated pursuant to the registration statement. However, ABN-AMRO, Incorporated 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.
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 1,725,000. 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. THE DATE OF THIS PROSPECTUS SUPPLEMENT IS JULY 12, 1999 [FN] Lazard Freres & Co. LLC has received certain fees and other remuneration in connection with the offer and sale of certain of the Company's convertible securities and debt in the fourth calendar quarter of 1997 and may receive such fees and other remuneration in connection with the offer and sale of the Company's securities in the first calendar quarter of 1998. Lazard may from time to time provide financial advice to the company. -----END PRIVACY-ENHANCED MESSAGE-----