-----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, IsZcBXl2myyYYhDLRqwNRVVuj+XAQZ9IgOaJTbHtTwk5gP0y7e0dwTfgYh6hX5PO q+Y122nxiGTO7NwuGtwVWw== 0001065407-03-000350.txt : 20030611 0001065407-03-000350.hdr.sgml : 20030611 20030611151408 ACCESSION NUMBER: 0001065407-03-000350 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030611 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TRANS WORLD CORP CENTRAL INDEX KEY: 0000914577 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 133738518 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25244 FILM NUMBER: 03740653 BUSINESS ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129833355 MAIL ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TRANS WORLD GAMING CORP DATE OF NAME CHANGE: 19941027 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRANS WORLD CORP CENTRAL INDEX KEY: 0000914577 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 133738518 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2129833355 MAIL ADDRESS: STREET 1: 545 FIFTH AVE STREET 2: STE 940 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TRANS WORLD GAMING CORP DATE OF NAME CHANGE: 19941027 425 1 form4twentyfive.txt As filed under Rule 425 by Trans World Corporation SEC File No. 333-101028 TRANS WORLD CORP. June 10, 2003 [Name] [Company] [Address] Dear Mr. [Name]: This is to inform you that: * The expiration date of the offer by Trans World Corp. (the "Company" or "TWC") to exchange (the "note exchange offer") 22,640 shares of its common stock (or more under certain circumstances) or $1,000 principal amount Variable Rate Promissory Notes due 2010 (the "replacement notes") plus, to certain tendering Noteholders, an 8% Promissory Note due 2006 for each $1,000 principal amount of the Company's 12% Senior Secured Notes due March 17, 2005 (the "Notes") has been extended from 5:00 p.m. New York City time on Wednesday, June 11, 2003, to 5:00 p.m. New York City time on Thursday, June 26, 2003, unless otherwise extended pursuant to the terms of the note exchange offer. During this extension of the expiration date, all Notes previously tendered and not withdrawn will remain subject to the note exchange offer, subject to the holder's right to withdraw his or her Notes prior to the revised expiration date. * At 5:00 p.m. New York City time on June 10, 2003, Notes in the principal amount of $18,450,000 had been tendered for shares of Company common stock and Notes in the principal amount of $1,000,000 had been tendered for replacement notes. If the note exchange offer had expired at such date, because less than 100% of the Notes had been tendered for common stock, the Exchange Ratio as set forth in the Agreement and Plan of Recapitalization would increase from 22,640 shares of common stock for each $1,000 principal amount of Notes tendered, to 24,550 shares of common stock for each $1,000 principal amount of Notes tendered. Assuming that the results of the note exchange offer do not change as of the revised expiration date, the Exchange Ratio used to consummate the note exchange offer will be 24,550 shares of common stock for each $1,000 principal amount of Notes tendered. If you have not already done so, TWC urges you to read the previously delivered Prospectus, Agreement and Plan of Recapitalization, Letter of Transmittal and the other note exchange offer materials because they contain important information about the note exchange offer, and to tender your Notes to the Exchange Agent as soon as possible. Please call or write me at the above address if you have any questions regarding the note exchange offer or need free copies of the note exchange offer materials. You may also access these materials at the SEC's website (www.sec.gov) without charge. Sincerely, /s/ Rami S. Ramadan Rami S. Ramadan Chief Executive Officer ______________________ 545 Fifth Avenue Suite 940 New York, New York, 10017 TEL: 212.983.3355 FAX: 212.983.8129 -----END PRIVACY-ENHANCED MESSAGE-----