Filed Pursuant to Rule 433
Final Term Sheet
May 28, 2015
Relating to Preliminary Prospectus Supplement
dated May 28, 2015
Registration Statement No. 333-186798
Time Warner Inc.
$1,500,000,000 3.60% Notes due 2025
$600,000,000 4.85% Debentures due 2045
Issuer: | Time Warner Inc. | |||
Guarantors: | Historic TW Inc. Home Box Office, Inc. Turner Broadcasting System, Inc. | |||
Securities: | $1,500,000,000 3.60% Notes due 2025 (the “Notes”) $600,000,000 4.85% Debentures due 2045 (the “Debentures”) | |||
Size: | Notes | $1,500,000,000 | ||
| Debentures | $600,000,000 | |||
Maturity Dates: | Notes | July 15, 2025 | ||
| Debentures | July 15, 2045 | |||
Coupon: | Notes | 3.60% | ||
| Debentures | 4.85% | |||
Interest Payment Dates: | Notes | January 15 and July 15, commencing January 15, 2016 | ||
| Debentures | January 15 and July 15, commencing January 15, 2016 | |||
Price to Public: | Notes | 99.760% | ||
| Debentures | 99.929% | |||
Benchmark Treasury: | Notes | 2.125% due May 15, 2025 | ||
| Debentures | 2.500% due February 15, 2045 | |||
Benchmark Treasury Yield: | Notes | 2.128% | ||
| Debentures | 2.904% | |||
Spread to Benchmark Treasury: | Notes | Plus 150 bps | ||
| Debentures | Plus 195 bps | |||
Yield: | Notes | 3.628% | ||
| Debentures | 4.854% | |||
Make-Whole Call: | Notes | Treasury Rate plus 25 bps at any time prior to April 15, 2025 (three months prior to maturity); par call at any time on or after April 15, 2025 | ||
| Debentures | Treasury Rate plus 30 bps at any time prior to January 15, 2045 (six months prior to maturity); par call at any time on or after January 15, 2045 | |||
Expected Settlement Date: | June 4, 2015 (T+5) | |||
Denominations: | Minimum of $2,000 and integral multiples of $1,000 in excess of $2,000 | |||
CUSIP/ISIN: | Notes | 887317 AW5 / US887317AW59 | ||
| Debentures | 887317 AX3 / US887317AX33 | |||
Ratings: | Notes | Baa2 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB+ by Fitch Ratings, Inc. | ||
| Debentures | Baa2 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB+ by Fitch Ratings, Inc. | |||
Joint Book-Running Managers: | Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC Wells Fargo Securities, LLC Barclays Capital Inc. BNP Paribas Securities Corp. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. J.P. Morgan Securities LLC | |||
Senior Co-Managers: | BNY Mellon Capital Markets, LLC Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Mizuho Securities USA Inc. Samuel A. Ramirez & Company, Inc. Santander Investment Securities Inc. Scotia Capital (USA) Inc. SG Americas Securities, LLC Siebert Brandford Shank & Co., L.L.C. SMBC Nikko Securities America, Inc. | |||
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Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus and prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the related prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering.
You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Citigroup Global Markets Inc. toll free at 800-831-9146, Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at 800-294-1322, Morgan Stanley & Co. LLC toll free at 866-718-1649 and Wells Fargo Securities, LLC toll free at 800-645-3751.
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