| Issuer: | Time Warner Inc. | |||
| Guarantors: | Historic TW Inc. Home Box Office, Inc. Turner Broadcasting System, Inc. | |||
| Securities: | $1,000,000,000 3.15% Notes due 2015 (the “2015 Notes”) $1,000,000,000 4.70% Notes due 2021 (the “2021 Notes”) $1,000,000,000 6.10% Debentures due 2040 (the “2040 Debentures”) | |||
Size: | 2015 Notes 2021 Notes 2040 Debentures | $1,000,000,000 $1,000,000,000 $1,000,000,000 | ||
Maturity Dates: | 2015 Notes 2021 Notes 2040 Debentures | July 15, 2015 January 15, 2021 July 15, 2040 | ||
Coupon: | 2015 Notes 2021 Notes 2040 Debentures | 3.15% 4.70% 6.10% | ||
| Interest Payment Dates: | January 15 and July 15, commencing January 15, 2011 | |||
Price to Public: | 2015 Notes 2021 Notes 2040 Debentures | 99.881% 99.762% 99.931% | ||
Benchmark Treasury: | 2015 Notes 2021 Notes 2040 Debentures | 1.875% due June 30, 2015 3.500% due May 15, 2020 4.625% due February 15, 2040 | ||
Benchmark Treasury Yield: | 2015 Notes 2021 Notes 2040 Debentures | 1.776% 2.979% 3.955% | ||
Spread to Benchmark Treasury: | 2015 Notes 2021 Notes 2040 Debentures | Plus 140 bps Plus 175 bps Plus 215 bps | ||
Yield: | 2015 Notes 2021 Notes 2040 Debentures | 3.176% 4.729% 6.105% | ||
Make-Whole Call: | 2015 Notes 2021 Notes 2040 Debentures | Treasury Rate plus 25 bps Treasury Rate plus 30 bps Treasury Rate plus 35 bps | ||
| Expected Settlement Date: | July 14, 2010 (T+5) It is expected that delivery of the securities will be made against payment therefor on or about July 14, 2010, which will be the fifth business day following the date of pricing of the securities (this settlement cycle being referred to as “T+5”). Under Rule 15c6-1 of the Exchange Act, trades in the secondary market for securities that are priced after 4:30 p.m. Eastern time on the date such securities are priced generally are required to settle in four business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade securities on the date of pricing will be required, by virtue of the fact that the securities initially will settle in T+5, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. | |||
| Denominations: | Minimum of $2,000 and integral multiples of $1,000 in excess of $2,000 | |||
CUSIP/ISIN: | 2015 Notes 2021 Notes 2040 Debentures | 887317 AJ4/US887317AJ49 887317 AG0/US887317AG00 887317 AH8/US887317AH82 | ||
Anticipated Ratings: | 2015 Notes | Baa2 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB by Fitch Ratings | ||
| 2021 Notes | Baa2 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB by Fitch Ratings | |||
| 2040 Debentures | Baa2 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB by Fitch Ratings | |||
| Joint Book-Running Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. J.P. Morgan Securities Inc. Wells Fargo Securities, LLC Banc of America Securities LLC BNP Paribas Securities Corp. Deutsche Bank Securities Inc. Goldman, Sachs & Co. Morgan Stanley & Co. Incorporated RBS Securities Inc. | |||
| Senior Co-Managers: | BNY Mellon Capital Markets, LLC Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Daiwa Securities America Inc. Lloyds TSB Bank plc Mitsubishi UFJ Securities (USA), Inc. Mizuho Securities USA Inc. Samuel A. Ramirez & Company, Inc. Santander Investment Securities Inc. Scotia Capital (USA) Inc. Svenska Handelsbanken AB (publ) The Williams Capital Group, L.P. UBS Securities LLC | |||
