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

To: Sawtooth who wrote (1052)	6/2/1999 2:15:00 PM
From: LJM	Read Replies (1) \| Respond to of 15615

From what I have read, at the time of the merger each share of GBLX and USW common stock shall be converted to Parent Class A or B common stock or a combination of both according to a pre-set conversion (defined below) and based on your election selections. The clincher is if everyone chooses one class (Global for example) this could exceed the cap, then the number of shares exceeding the cap will be reduced pro rata. I see this as the biggest problem with 2 classes of stock. Who is going to choose the USW shares??? Not me! FWIW>>>The conversion ratio is determined by dividing the total number of shares of Global Common Stock outstanding on the date of the Merger Agreement less 39,259,305, divided by the total number of shares of USW Common Stock outstanding on the date of the Merger Agreement. For the purpose of calculating the conversion ratio above, the number of outstanding shares of Global Common STock outstanding on the date of the Merger Agreement includes the number of shares of Global Common Stock to be issued in exchange for Frontier shares according to the terms of the Global/Frontier Merger Agreement. Now that I have read more, I may tender after all. I really do not like this idea of 2 classes of stock. Any thoughts on this? LJM

To: Sawtooth who wrote (1052)	6/2/1999 2:19:00 PM
From: jerryriti	Read Replies (2) \| Respond to of 15615

Please, anyone clarify the downside of accepting the tender. You will receive $62.75 for a percent of the shares tendered (anywhere from 10-17% of the shares you tender based on the #s projected,.i.e., self imposed restrictions on the insiders for tendering their shares and general passivity of many shareholders). Assuming that you are then left with 83-90% of your original shares which can then be used to acquire the tracking stock of your choice, can anyone highlight any scenario under which tendering does not make sense. Take whatever liberties you wish, as I am bemused by what seems a no brainer and a clear cut sweetener for the GBLX shareholder! Is the assumption that the price will rise above the tender offer of $62.75? Could use some feedback as I am feeling too positive about my perception in light of so many who seem to be choosing the non-tender route!