Global Crossing Insiders to Limit Participation in U S WEST Tender Offer
May 21, 1999 07:07 AM
HAMILTON, Bermuda, May 21 /PRNewswire/ -- Global Crossing Ltd. (GBLX), the owner and operator of the world's most advanced global IP-based fiber optic network, today announced that Global Crossing inside stockholders who serve on the Company's Board of Directors or in executive management positions have agreed to limit their participation in the tender being offered in connection with the Company's merger agreement with U S WEST, Inc. (USW).
Pursuant to the merger agreement, which was announced on May 17, 1999, U S WEST will make a cash tender offer for approximately 39 million Global Crossing shares (or approximately 9.5% of Global Crossing's outstanding shares) at a price of $62.75 per share. The tender is being commenced today and will expire at midnight New York City time on June 18, 1999, unless extended.
Global Crossing's founder and largest shareholder, Gary Winnick, as well as the Company's senior management, will tender no more than 30% of their eligible shares. All other Global Crossing Directors will tender no more than 50% of their eligible shares. All other Global Crossing shareholders will have the right to tender 100% of their eligible shares.
Assuming all shareholders tender all eligible shares into the offer, Mr. Winnick and the executives will still retain approximately 95% of their total holdings, and the Global Crossing Directors will retain in excess of 91% of their total holdings.
Also as part of the agreements concerning the merger and the tender offer, the shares of Global Crossing controlled by Canadian Imperial Bank of Commerce, Continental Casualty Corp., MRCo (an affiliate of Union Labor Life Insurance Co.), or their affiliates, and the individual founders and executives on Global Crossing's Board, which in aggregate represent approximately 78% of the equity of Global Crossing, have agreed not to sell their shares without the Company's consent until after Global Crossing's pending acquisition of Frontier Corporation FRO has been completed.
"This decision confirms my continuing commitment, and the commitment of Global Crossing's Directors and management team, to Global Crossing and our new partner,
U S WEST," said Gary Winnick, Co-chairman of Global Crossing. |
