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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):
October 5, 2000
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TIME WARNER INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-12259 13-3527249
(State or other (Commission File (IRS Employer
jurisdiction Number) Identification
of incorporation) No.)
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)
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Item 5.
Other Events.
On October 5, 2000, Time Warner Inc. ("Time Warner") and EMI Group plc
("EMI") terminated their Combination Agreement dated as of January 23, 2000,
providing for the proposed combination of their music businesses. Time Warner
and EMI also informed the European Commission (the "Commission") that they are
withdrawing their current application for approval of the proposed
combination.
Time Warner and EMI intend to continue discussions with each other
(on an exclusive basis as set forth in Exhibit 10.2), the Commission and other
regulatory authorities in order to attempt to agree to a combination which is
acceptable to all parties. There can be no assurance that these parties will
be able to reach such an agreement.
Attached and incorporated by reference in their entirety as Exhibits
10.1 and 10.2 are copies of the termination agreements entered into between
Time Warner and EMI. Attached and incorporated herein by reference in its
entirety as Exhibit 99.1 is a copy of a joint press release of Time Warner and
EMI announcing the termination of the Combination Agreement and the withdrawal
of the application with the Commission.
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Item 7.
Exhibits
Exhibit No. Exhibit
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10.1 Termination Agreement dated October 5, 2000, between Time
Warner Inc. and EMI Group plc
10.2 Termination Agreement dated October 5, 2000, between Time
Warner Inc. and EMI Group plc
99.1 Joint Press Release dated October 5, 2000, announcing
termination of the Combination Agreement and withdrawal of
the application with the European Commission
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SIGNATURE
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 October 5, 2000.
TIME WARNER INC.
By: /s/ Spencer B. Hays
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Name: Spencer B. Hays
Title: Vice President and Deputy
General Counsel
Date: October 5, 2000
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INDEX TO EXHIBITS
Exhibit No. Exhibit
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10.1 Termination Agreement dated October 5, 2000, between Time
Warner Inc. and EMI Group plc
10.2 Termination Agreement dated October 5, 2000, between Time
Warner Inc. and EMI Group plc
99.1 Joint Press Release dated October 5, 2000, announcing the
termination of the Combination Agreement and withdrawal of
the application with the European Commission
