SEC Info - Time Warner Companies Inc - ‘SC 13D/A’ on 8/15/95 re: Hasbro Inc

SEC Info℠

Home

My Interests

Help

Please Sign In

We’re going down soon, to move to a new Data Center today. We’ll be up ASAP. Sorry.

Time Warner Companies Inc – ‘SC 13D/A’ on 8/15/95 re: Hasbro Inc

As of: Tuesday, 8/15/95 · Accession #: 736157-95-33 · File #: 5-10535

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer

 8/15/95  Time Warner Companies Inc         SC 13D/A               1:17K  Hasbro Inc

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Hasbro 13D Amendment W/Cover Letter                   18     40K

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Interest in Securities of the Issuer Purpose of Transaction
1	1st Page - Filing Submission
9	Item 4. Purpose of Transaction
"	Item 5. Interest in Securities of the Issuer

SC 13D/A 1st Page of 18 TOC ↑Top Previous Next ↓Bottom Just 1st
 
UNITED STATES         
SECURITIES AND EXCHANGE COMMISSION        
Washington D.C. 20549         

SCHEDULE 13D        

Under the Securities Exchange Act of 1934         
(Amendment No. 9)*            

HASBRO, INC.        
(Name of Issuer)          

COMMON STOCK, PAR VALUE $.50 PER SHARE        
(Title of Class of Securities)      

418 056 107         
(CUSIP Number)          

Peter R. Haje, Esq.,      
General Counsel, Time Warner Inc.       
75 Rockefeller Plaza New York, New York 10019         
(212) 484-8000              
(Name, Address and Telephone Number of Person             
Authorized to Receive Notice and Communications)            

August 15, 1995         
(Date of Event which Requires Filing of this Statement)             

If the filing person has previously filed a statement on Schedule               
13G to report the acquisition which is the subject of this                      
Schedule 13D, and is filing this schedule because of Rule 13d-                  
1(b)(3) or (4), check the following box //.                                     

Check the following box if a fee is being paid with the statement               
//. (A fee is not required only if the reporting person: (1) has                
a previous statement on file reporting beneficial ownership of                  
more than five percent of the class of securities described in                  
Item 1; and (2) has filed no amendment subsequent thereto                       
reporting beneficial ownership of five percent or less of such                  
class.) (See Rule 13d-7.)                                                       

Note:  Six copies of this statement including all exhibits,                     
should be filed with the Commission.  See Rule 13d-1(a) for the                 
other parties to whom copies are to be sent.                                    

*The remainder of this cover page shall be filled out for a                     
reporting person's initial filing on this form with respect to                  
the subject class of securities, and for any subsequent amendment               
containing information which would alter disclosures provided in                
a prior cover page.                                                             

The information required on the remainder of this cover page                    
shall not be deemed to be "filed" for the purpose of Section 18                 
of the Securities Exchange Act of 1934 ("Act") or otherwise                     
subject to the liabilities of that section of the Act but shall                 
be subject to all other provisions of the Act (however, see the                 
Notes).                                                                         

SC 13D/A 2nd Page of 18 TOC 1st Previous Next ↓Bottom Just 2nd
</PAGE>                                                                         

SC 13D/A 3rd Page of 18 TOC 1st Previous Next ↓Bottom Just 3rd
SCHEDULE 13D  

CUSIP No. 418 056 107                      Page  2 of 8  Pages                  

1  NAME OF REPORTING PERSON S.S. OR                                             
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                                 
Time Warner Inc.                                                
IRS. NO.: 13-1388520                                            

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                            
a//        b//                                                  

3  SEC USE ONLY                                                                 

4  SOURCE OF FUNDS*                                                             
Not Applicable                                                  

5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                     
PURSUANT TO ITEMS 2(d) or 2(e)                                            
//                                                              

6  CITIZENSHIP OR PLACE OF ORGANIZATION                                         
Delaware                                                        

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH               

7  SOLE VOTING POWER                                                            

8  SHARED VOTING POWER                                                          
12,057,561                                                      

9  SOLE DISPOSITIVE POWER                                                       

10 SHARED DISPOSITIVE POWER                                                     
12,057,561                                                      

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON                      
12,057,561                                                      

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                       
CERTAIN SHARES*                                                           
//                                                              

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                           
13.7%                                                           

14 TYPE OF REPORTING PERSON*                                                    
CO                                                              

*SEE INSTRUCTIONS BEFORE FILLING OUT!       
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO        
ITEMS 1-7 (INCLUDING EXHIBITS) OF THE     
SCHEDULE, AND THE SIGNATURE ATTESTATION.    

SC 13D/A 4th Page of 18 TOC 1st Previous Next ↓Bottom Just 4th
</PAGE>                                                                         

SC 13D/A 5th Page of 18 TOC 1st Previous Next ↓Bottom Just 5th
SCHEDULE 13D

CUSIP No. 418 056 107                      Page  3 of 8  Pages                  

1  NAME OF REPORTING PERSON S.S. OR                                             
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                                 
Warner Communications Inc.                                      
IRS NO.: 13-2696809                                             

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                            
a//        b//                                                  

3  SEC USE ONLY                                                                 

4  SOURCE OF FUNDS*                                                             
Not Applicable                                                  

5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                     
PURSUANT TO ITEMS 2(d) or 2(e)                                            
//                                                              

6  CITIZENSHIP OR PLACE OF ORGANIZATION                                         
Delaware                                                        

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH               

7  SOLE VOTING POWER                                                            

8  SHARED VOTING POWER                                                          
12,057,561                                                      

9  SOLE DISPOSITIVE POWER                                                       

10 SHARED DISPOSITIVE POWER                                                     
12,057,561                                                      

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON                      
12,057,561                                                      

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                       
CERTAIN SHARES*                                                           
//                                                              

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                           
13.7%                                                           

14 TYPE OF REPORTING PERSON*                                                    
CO                                                              

*SEE INSTRUCTIONS BEFORE FILLING OUT!       
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO        
ITEMS 1-7 (INCLUDING EXHIBITS) OF THE     
SCHEDULE, AND THE SIGNATURE ATTESTATION.    

SC 13D/A 6th Page of 18 TOC 1st Previous Next ↓Bottom Just 6th
</PAGE>                                                                         

SC 13D/A 7th Page of 18 TOC 1st Previous Next ↓Bottom Just 7th
  SCHEDULE 13D

CUSIP No. 418 056 107                      Page  4 of  8 Pages                  

1  NAME OF REPORTING PERSON S.S. OR                                             
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON                                 
TWI Ventures Ltd.                                               
IRS NO.: 51-0342126                                             

2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                            
a//        b//                                                  

3  SEC USE ONLY                                                                 

4  SOURCE OF FUNDS*                                                             
Not Applicable                                                  

5  CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED                     
PURSUANT TO ITEMS 2(d) or 2(e)                                            
//                                                              

6  CITIZENSHIP OR PLACE OF ORGANIZATION                                         
Delaware                                                        

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH               

7  SOLE VOTING POWER                                                            

8  SHARED VOTING POWER                                                          
12,057,561                                                      

9  SOLE DISPOSITIVE POWER                                                       

10 SHARED DISPOSITIVE POWER                                                     
12,057,561                                                      

11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON                      
12,057,561                                                      

12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES                       
CERTAIN SHARES*                                                           
//                                                              

13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                           
13.7%                                                           

14 TYPE OF REPORTING PERSON*                                                    
CO                                                              

*SEE INSTRUCTIONS BEFORE FILLING OUT!       
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO        
ITEMS 1-7 (INCLUDING EXHIBITS) OF THE     
SCHEDULE, AND THE SIGNATURE ATTESTATION.    

SC 13D/A 8th Page of 18 TOC 1st Previous Next ↓Bottom Just 8th
</PAGE>                                                                         

SC 13D/A 9th Page of 18 TOC 1st Previous Next ↓Bottom Just 9th
Time Warner Inc., a Delaware corporation ("Time Warner"),     
Warner Communications Inc., a Delaware corporation ("WCI") and                  
TWI Ventures Ltd., a Delaware corporation ("TWI Ltd."),                         
(collectively, the "Reporting Persons"), hereby amend and                       
supplement the Amended and Restated Statement on Schedule 13D,                  
relating to the Common Stock of Hasbro, Inc. dated June 22, 1994,               
as filed with the Securities and Exchange Commission on June 24,                
1994 by the Reporting Persons.  As provided in the Amended and                  
Restated Schedule 13D and a Joint Filing Agreement filed as an                  
Exhibit thereto (which Exhibit is incorporated herein by                        
reference), the Reporting Persons have agreed pursuant to Rule                  
13D-1(f) under the Securities Exchange Act of 1934, to file one                 
statement with respect to their ownership of Common Stock of the                
Issuer.  The Amended and Restated Schedule 13D of the Reporting                 
Persons is hereinafter referred to as the "Statement."                          

Unless otherwise indicated, capitalized terms used but not    
defined herein have the meanings assigned to them in the                        
Statement.                                                                      

Item 4.  PURPOSE OF TRANSACTION.                                                

The response to Item 4 of the Statement is hereby amended     
and supplemented by inserting the following paragraph as the                    
sixth paragraph:                                                                

"On August 15, 1995, Time Warner Financing Trust (the         
"Trust") sold through Morgan Stanley & Co. Incorporated                         
12,057,561 $1.24 Preferred Exchangeable Redemption Cumulative                   
Securities ("PERCS").  On December 23, 1997 (the "Mandatory                     
Redemption Date"), each of the outstanding PERCS will be redeemed               
by the Trust in cash at a price per PERCS equal to the lesser of                
(i) $54.41 and (ii) the average of the closing prices of one                    
share of Hasbro Common Stock for the five trading day period                    
ending on the trading day immediately preceding December 17,                    
1997, plus in each case, accrued and unpaid distributions to the                
Mandatory Redemption Date.  Under the terms of the offering Time                
Warner may elect to require the holders of the PERCS to exchange                
their PERCS on the Mandatory Redemption Date (or any other                      
redemption date) for shares of Hasbro Common Stock in lieu of the               
cash redemption price.  As a result of the issuance of the PERCS                
and the existence of the LYONs described in the second preceding                
paragraph, Time Warner intends to retain possession of its Hasbro               
Common Stock until it delivers such stock to satisfy its                        
obligations in respect of either the PERCS or the LYONs."                       

Item 5.  INTEREST IN SECURITIES OF THE ISSUER.                                  

Paragraphs eight through eleven of Item 5 of the Statement    
are hereby amended with the following eight, ninth and tenth                    
paragraphs:                                                                     

"According to Hasbro's Quarterly Report on Form 10-Q for the  
quarter ended March 31, 1995, there were outstanding as of                      
April 28, 1995, 87,717,715 shares of Hasbro Common Stock.  The                  
12,057,561 shares of Hasbro Common Stock held by TWI Ltd. and                   
beneficially owned by Time Warner and WCI constitute                            
approximately 13.7% of the outstanding Hasbro Common Stock."                    

"Time Warner, WCI and TWI Ltd. have shared power to vote and  
dispose of the 12,057,561 shares of Hasbro Common Stock                         
registered in the name of TWI Ltd. and owned beneficially by Time               
Warner and WCI."                                                                

"Except as described herein, neither Time Warner, WCI nor     
TWI Ltd. is aware of any beneficial ownership of, or any                        
transaction within 60 days before the filing of this Statement                  
in, any shares of Hasbro Common Stock by Time Warner, WCI, TWI                  
Ltd. or any person listed in Annexes A, B or C hereto."                         

SC 13D/A 10th Page of 18 TOC 1st Previous Next ↓Bottom Just 10th
</PAGE>                                                                         

SC 13D/A 11th Page of 18 TOC 1st Previous Next ↓Bottom Just 11th
SIGNATURE       

After reasonable inquiry and to the best of the knowledge             
and belief of the undersigned, the undersigned certify that the                 
information set forth in this statement is true, complete and                   
correct.                                                                        

Date:  August 15, 1995                                                          
    TIME WARNER INC.

             BY:/s/Thomas W. McEnerney
                    Name:  Thomas W. McEnerney
               Title: Vice President

              WARNER COMMUNICATIONS INC.

             BY:/s/Thomas W. McEnerney
                    Name:  Thomas W. McEnerney
               Title: Vice President

     TWI VENTURES LTD.

         BY:/s/Spencer B. Hays
                Name:  Spencer B. Hays
               Title: Vice President

SC 13D/A 12th Page of 18 TOC 1st Previous Next ↓Bottom Just 12th
</PAGE>                                                                         

SC 13D/A 13th Page of 18 TOC 1st Previous Next ↓Bottom Just 13th
ANNEX A             

The following is a list of the directors and executive                
officers of Time Warner Inc. ("Time Warner"), setting forth the                 
business address and present principal occupation or employment                 
(and the name, principal business and address of any corporation                
or organization in which such employment is conducted) of each                  
such person.  To the best knowledge of Time Warner, each person                 
is a citizen of the United States of America.                                   

                         Principal Occupation or
NAME                OFFICE               EMPLOYMENT AND ADDRESS                 

Merv Adelson        Director             Chairman, East-West                    
                    Capital Associates
                          10100 Santa Monica Blvd.
                       Los Angeles, CA 90067
                     (private investment
          company)

Timothy A.          Senior Vice          Senior Vice President,                 
Boggs               President            Time Warner,                           
                 800 Connecticut
                       Avenue, NW, Suite 800
                      Washington, DC 20006

Richard J.          Senior Vice          Senior Vice President                  
Bressler            President and        and Chief Financial                    
  Chief Financial      Officer, Time Warner*
Officer                                 

Lawrence B.         Director             Partner,                               
Buttenwieser                             Rosenman & Colin                       
                    575 Madison Avenue
                     New York, NY  10022
            (attorney)

Edward S.           Director             Chairman,                              
Finkelstein                              Finkelstein                            
                 Associates Inc.
                  712 Fifth Avenue
                     New York, NY  10019
              (consulting)

Beverly Sills       Director             Chairman-Lincoln Center                
Greenough                                for the Performing Arts                
                       211 Central Park West
                    New York, NY 10024
                 (entertainment)

Peter R. Haje       Executive Vice       Executive Vice                         
President,           President,         
  Secretary and        Secretary and General
  General Counsel      Counsel, Time Warner*

Carla A. Hills      Director             Chairman and Chief                     
                   Executive Officer
                 Hills & Company
                      1200 19th Street, NW
                      Washington, DC 20036
                      (international trade
              consultants)

Tod R. Hullin       Senior Vice          Senior Vice President                  
President            Time Warner*       

David T. Kearns     Director             Former Chairman of                     
                  Xerox, 100 First
                Stamford Place
                    Stamford, CT 06904

Gerald M. Levin     Director,            Chairman and Chief                     
Chairman and         Executive Officer  
Chief Executive      Time Warner*       
Officer                                 

Philip R.           Senior Vice          Senior Vice President,                 
Lochner, Jr.        President            Time Warner*                           

Henry Luce, III     Director             Chairman and Chief                     
                    Executive Officer,
                The Henry Luce
                  Foundation, Inc.
                  720 Fifth Avenue
                     New York, NY  10019
                      (private foundation)

Reuben Mark         Director             Chairman and Chief                     
                   Executive Officer
                   Colgate-Palmolive
         Company
                 300 Park Avenue
                    New York, NY 10022
                     (consumer products)

Michael A.          Director             Former Chairman and                    
Miles                                    Chief Executive Officer                
                  of Philip Morris
                 Companies Inc.,
                      (Director of Various
            Companies)
               3 Lakes Drive
                      Northfield, IL 60093

J. Richard          Director             Chairman of the                        
Munro                                    Executive/Finance                      
                          Committee and Advisor to
             the Company
              Time Warner*

Richard D.          Director             Director and President,                
Parsons             and President        Time Warner Inc.*                      

SC 13D/A 14th Page of 18 TOC 1st Previous Next ↓Bottom Just 14th
Donald S.           Director             Director of Various                    
Perkins                                  Companies                              
            Suite 2530
                          One First National Plaza
                       21 South Clark Street
                    Chicago, IL  60603

Raymond S.          Director             Financial Consultant and               
Troubh                                   Director of Various                    
           Companies
                      10 Rockefeller Plaza
                     New York, NY  10020
                        (financial consultant)

Francis T.          Director             Vincent Enterprises                    
Vincent, Jr.                             (private investor),                    
                          300 First Stamford Place
                    Stamford, CT 06902

_____________________                                                           
* The business address of Time Warner is 75 Rockefeller Plaza,                  
New York, NY 10019                                                              

SC 13D/A 15th Page of 18 TOC 1st Previous Next ↓Bottom Just 15th
</PAGE>                                                                         

SC 13D/A 16th Page of 18 TOC 1st Previous Next ↓Bottom Just 16th
ANNEX B             

The following is a list of the directors and executive                
officers of Warner Communications Inc. ("WCI"), setting forth the               
business address and present principal occupation or employment                 
(and the name, principal business and address of any corporation                
or organization in which such employment is conducted) of each                  
such person.  To the best knowledge of WCI, each person is a                    
citizen of the United States of America.                                        

                         Principal Occupation or
NAME                OFFICE               EMPLOYMENT AND ADDRESS                 

Richard J.          Senior Vice          Senior Vice President                  
Bressler            President            and Chief Financial                    
                       Officer, Time Warner*

Peter R. Haje       Director and         Executive Vice                         
Executive Vice       President,         
  President            Secretary and General
                       Counsel, Time Warner*

Tod R. Hullin       Director             Senior Vice President,                 
              Time Warner*

Deane F. Johnson    Office of the        Office of the President                
    President            WCI, 1271 Avenue of the
                     Americas, New York,
          NY 10020

John LaBarca        Vice President       Vice President and                     
                          Controller, Time Warner*

Gerald M.           Director,            Chairman and Chief                     
Levin               Chairman and         Executive Officer,                     
Chief Executive      Time Warner*       
Officer                                 

Richard D.          Director and         President, Time Warner*                
Parsons             Office of the                                               
President                               

_____________________                                                           
* The business address of Time Warner and WCI is 75 Rockefeller                 
Plaza, New York, NY 10019                                                       

SC 13D/A 17th Page of 18 TOC 1st Previous Next ↓Bottom Just 17th
</PAGE>                                                                         

SC 13D/A Last Page of 18 TOC 1st Previous Next ↓Bottom Just 18th
ANNEX C             

The following is a list of the directors and executive                
officers of TWI Ventures Ltd., setting forth the business address               
and present principal occupation or employment (and the name,                   
principal business and address of any corporation or organization               
in which such employment is conducted) of each such person.  To                 
the best knowledge of TWI Ventures Ltd., each person is a citizen               
of the United States of America.                                                

                         Principal Occupation or
NAME                OFFICE               EMPLOYMENT AND ADDRESS                 

Richard J.          Director and         Senior Vice President,                 
Bressler            President            Time Warner*                           

Spencer B. Hays     Director and         Vice President, Time                   
Vice President       Warner*            

Stephen Kapner      Director, Vice       Assistant Treasurer,                   
President and        Time Warner*       
Treasurer                               

Margaret Pulgini    Director and         Assistant Vice President               
     Secretary            Wilmington Trust Company
                     Rodney Square North
                      Wilmington, DE 19801

James Tamucci       Director, Vice       Tax Executive Director,                
     President and        Time Warner, 1271 Avenue
Assistant            of the Americas,   
Treasurer            New York, NY 10020 

___________________                                                             
The business address of Time Warner is 75 Rockefeller Plaza, New                
York, NY 10019

SC 13D/A	1st Page of 18	TOC	↑Top	Previous	Next	↓Bottom	Just 1st

SC 13D/A	2nd Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 2nd

SC 13D/A	3rd Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 3rd

SC 13D/A	4th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 4th

SC 13D/A	5th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 5th

SC 13D/A	6th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 6th

SC 13D/A	7th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 7th

SC 13D/A	8th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 8th

SC 13D/A	9th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 9th

SC 13D/A	10th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 10th

SC 13D/A	11th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 11th

SC 13D/A	12th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 12th

SC 13D/A	13th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 13th

SC 13D/A	14th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 14th

SC 13D/A	15th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 15th

SC 13D/A	16th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 16th

SC 13D/A	17th Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 17th

SC 13D/A	Last Page of 18	TOC	1st	Previous	Next	↓Bottom	Just 18th

Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D/A’ Filing	Date	First	Last	Other Filings

	12/23/97	9
	12/17/97	9
Filed on:	8/15/95	1	11	8-K
	4/28/95	9
	3/31/95	9		10-Q
	6/24/94	9		SC 13D
	6/22/94	9
				List all Filings

↑Top

Filing Submission 0000736157-95-000033 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Time Warner Companies Inc – ‘SC 13D/A’ on 8/15/95 re: Hasbro Inc

As of: Tuesday, 8/15/95 · Accession #: 736157-95-33 · File #: 5-10535

Previous ‘SC 13D’: ‘SC 13D/A’ on 3/24/95 · Next: ‘SC 13D/A’ on 8/31/95 · Latest: ‘SC 13D/A’ on 10/21/96

Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents