-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, GHphfLTaTAQdASW3Hxkk9aWogIIiQ1h6ay3r/Jh5orynDiuNW+H6Z/Fyr4Ij8ExE I37g1OQ/j5Vt6XZf5F/o/w== 0000736157-95-000014.txt : 19950414 0000736157-95-000014.hdr.sgml : 19950414 ACCESSION NUMBER: 0000736157-95-000014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950401 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950407 SROS: AMEX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIME WARNER INC CENTRAL INDEX KEY: 0000736157 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 131388520 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08637 FILM NUMBER: 95527578 BUSINESS ADDRESS: STREET 1: TIME & LIFE BLDG ROCKFELLER CENTER STREET 2: 75 ROCKEFELLER PLAZA CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2124848000 FORMER COMPANY: FORMER CONFORMED NAME: TIME INC /DE/ DATE OF NAME CHANGE: 19890801 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 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 1, 1995 TIME WARNER INC. (Exact name of registrant as specified in its charter) Delaware 1-8637 13-1388520 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation File Number) Identification No.) or organization) 75 Rockefeller Plaza, New York, NY 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) Item 2. On April 1, 1995, Time Warner Entertainment Company, L.P., 63.27% of the residual equity of which is owned by Time Warner Inc. ("TWE"), closed its previously announced transaction with Advance/Newhouse Partnership, a New York general partnership between Newhouse Broadcasting Corporation and a wholly-owned subsidiary of Advance Publications, Inc. ("Advance/Newhouse"). Pursuant to the agreements governing the transaction, TWE and Advance/Newhouse formed a New York general partnership known as Time Warner Entertainment-Advance/Newhouse Partnership (the "Partnership") which owns and operates cable television systems (or interests therein), serving approximately 4.5 million subscribers, and certain foreign cable investments and programming investments previously owned by TWE and Advance/Newhouse. TWE owns a two-thirds equity interest in the Partnership and Advance/Newhouse owns a one-third equity interest. TWE is the Managing Partner and governs the day-to- day affairs of the Partnership. Item 7. (a) Financial Statements of Business Acquired It is impracticable to provide the required financial statements of the business acquired at this time. The Registrant will file the required financial statements as soon as practicable but in no event later than June 15, 1995. (b) Pro Forma Financial Information It is impracticable to provide the required pro forma financial information at this time. The Registrant will file the required pro forma financial information as soon as practicable but in no event later than June 15, 1995. (c) Exhibits 10(a) Contribution Agreement, dated as of September 9, 1994, among TWE, Advance Publications, Inc., Newhouse Broadcasting Corporation, Advance/Newhouse, and Time Warner Entertainment-Advance/Newhouse Partnership (incorporated by reference to Exhibit 10(a) to TWE's Current Report on Form 8-K dated September 9, 1994). 10(b) Partnership Agreement, dated as of September 9, 1994, between TWE and Advance/Newhouse (incorporated by reference to Exhibit 10(b) to TWE's Current Report on Form 8-K dated September 9, 1994). 10(c) Letter Agreement, dated April 1, 1995, among TWE, Advance/Newhouse, Advance Publications, Inc. and Newhouse Broadcasting Corporation (incorporated by reference to Exhibit 10(c) to TWE's Current Report on Form 8-K dated April 1, 1995). 99(a) Press Release, dated April 3, 1995 (incorporated by reference to Exhibit 99(a) to TWE's Current Report on Form 8-K dated April 1, 1995). SIGNATURES 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, thereunto duly authorized, in the City of New York, State of New York, on April 6, 1995. TIME WARNER INC. By: /s/ Thomas W. McEnerney Name: Thomas W. McEnerney Title: Vice President EXHIBIT INDEX Pursuant to Item 601 of Regulation S-K Sequentially Exhibit No. Description of Exhibit Numbered 10(a) Contribution Agreement, dated as of September 9, 1994, among Time Warner Entertainment Company, L.P., Advance Publications, Inc., Newhouse Broadcasting Corporation, Advance/Newhouse Partnership, and Time Warner Entertainment-Advance/Newhouse Partnership (incorporated by reference to Exhibit 10(a) to Time Warner Entertainment Company, L.P.'s Current Report on Form 8-K dated September 9, 1994)*/ 10(b) Partnership Agreement, dated as of September 9, 1994, between Time Warner Entertainment Company, L.P. and Advance/Newhouse Partnership (incorporated by reference to Exhibit 10(b) to Time Warner Entertainment Company, L.P.'s Current Report on Form 8-K dated September 9, 1994)*/ 10(c) Letter Agreement, dated April 1, 1995, among Time Warner Entertainment Company, L.P., Advance/Newhouse Partnership, Advance Publications, Inc. and Newhouse Broadcasting Corporation (incorporated by reference to Exhibit 10(c) to Time Warner Entertainment Company, L.P.'s Current Report on Form 8-K dated April 1, 1995)*/ 99(a) Press Release, dated April 3, 1995 (incorporated by reference to Exhibit 99(a) to Time Warner Entertainment Company, L.P.'s Current Report on Form 8-K dated April 1, 1995)*/ ______________________ */ Incorporated by reference -----END PRIVACY-ENHANCED MESSAGE-----