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Technology Stocks : Global Crossing - GX (formerly GBLX) -- Ignore unavailable to you. Want to Upgrade?

To: TechMkt who wrote (5765)	4/24/2000 8:40:00 AM
From: Curtis E. Bemis	Read Replies (2) \| Respond to of 15615

GBLX Proxy Filing SEC S14-A, today. Here is the cover letter for the proxy stuff. The entire document is over 100 pages,Dear Shareholder, The board of directors cordially invites you to attend a special meeting of Global Crossing shareholders, which we will hold at , local time, on , 2000, at . As part of our strategic plan to facilitate growth of GlobalCenter, our complex Web hosting and related Internet infrastructure solutions business, and increase value for shareholders of Global Crossing, our board of directors requests your approval to create a tracking stock that is intended to reflect the separate economic performance of our existing GlobalCenter business, which we will designate as GlobalCenter group stock. We currently plan to offer shares of GlobalCenter group stock that represent a portion of the equity value of the GlobalCenter group in an initial public offering. Upon the completion of the offering, each outstanding share of our existing Global Crossing common stock will be designated as Global Crossing group stock. Global Crossing group stock is intended to reflect the separate performance of our Global Crossing group, consisting of all of our other businesses and the Global Crossing group's ownership of the unsold portion of the GlobalCenter group. We intend to dispose of the shares representing the Global Crossing group's ownership of the GlobalCenter group following the initial public offering. This disposition is expected to include a distribution in the form of a dividend to the holders of Global Crossing group stock. The decision to make such a disposition and the precise method and timing will depend on market conditions and other factors. After this intended disposition of the GlobalCenter group stock, your ownership in Global Crossing will then be represented by two stocks: GlobalCenter group stock--which will reflect the performance of our GlobalCenter business--and Global Crossing group stock--which will reflect the performance of all of our non-GlobalCenter businesses. Before we can proceed with the creation and issuance of GlobalCenter group stock, the majority of all votes cast by the holders of Global Crossing common stock must vote in favor of the proposed resolutions to increase our authorized share capital, to allow our board of directors to designate our authorized share capital into two or more separate classes of common stock, to approve the terms of the Global Crossing group stock and GlobalCenter group stock and to redesignate our outstanding common stock as Global Crossing group stock. The special meeting of shareholders has been called specifically for this purpose. We describe the terms of the Global Crossing group stock and GlobalCenter group stock in detail in this proxy statement. At the special meeting, we will also ask you to consider and approve companion proposals to approve the adoption of two GlobalCenter stock incentive plans. The board of directors of Global Crossing unanimously recommends that you vote FOR the tracking stock proposal and the proposals to adopt the GlobalCenter stock incentive plans. This proxy statement provides you with detailed information about the two proposals. We encourage you to read this entire document carefully. Thank you for your continued support. GARY WINNICK Chairman of the Board See "Risk Factors" beginning on page 21 for some of the matters you should consider. This document is dated , 2000 and is being mailed to shareholders on or about , 2000. [LOGO OF GLOBAL CROSSING LTD.] ---------------- Notice of Special Meeting of Shareholders ---------------- We will hold a Special General Meeting of Shareholders (the "special meeting") of Global Crossing Ltd. at , on , 2000 at , local time, for the following purposes: To vote on the following: 1. To consider and act upon proposed resolutions to increase our authorized share capital to 4,500,000,000 shares of common stock, to allow our board of directors to designate our authorized share capital into two or more classes of common stock, to approve the terms of the Global Crossing group stock and the GlobalCenter group stock and to redesignate our outstanding common stock as Global Crossing group stock; 2. To consider and act upon a proposal to approve the adoption of the GlobalCenter Management Stock Plan; and 3. To consider and act upon a proposal to approve the adoption of the GlobalCenter 2000 Stock Plan. Only shareholders of record at the close of business on , 2000, which has been fixed as the record date for notice of the meeting, are entitled to vote at the meeting. We urge you to attend the meeting in person or by proxy. If you do not expect to attend the meeting, please vote by completing, signing and dating the enclosed proxy card and returning it promptly in the reply envelope provided. By order of the Board of Directors, MITCHELL C. SUSSIS Secretary , 2000