UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
Amendment No. 8*
to
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
and
SCHEDULE 13D
Under the Securities Exchange Act of 1934
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Global Crossing Ltd.
(Name of Subject Company)
U S WEST, Inc.
(Bidder)
Common Stock, $.01 Par Value
(Titles of Class of Securities)
CUSIP: G3921A100
(CUSIP Number of Class of Securities) (Common Stock)
U S WEST, Inc.
1801 California Street
Denver, CO 80202
(303) 672-2700
(Name, address and telephone number of person authorized to receive notices
and
communications on behalf of bidder)
Copies to:
Dennis J. Block, Esq.
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, New York 10038
(212) 504-6000
Thomas O. McGimpsey, Esq.
U S WEST, Inc.
1801 California Street
Suite 5100
Denver, CO 80202
(303) 672-2712
*Constituting the final amendment to Schedule 14D-1.
<PAGE>
U S WEST, Inc. hereby amends and supplements its Schedule 14D-1 and 13D
originally filed on May 21, 1999 (the "Original Filing"), as amended by its
Schedule 14D-1 and 13D, Amendment No. 1, filed on May 24, 1999, Amendment No. 2,
filed on June 8, 1999, Amendment No. 3, filed on June 11, 1999, Amendment No. 4,
filed on June 18, 1999, Amendment No. 5, filed on June 18, 1999, Amendment No.
6, filed on June 21, 1999 and Amendment No. 7, filed on June 23, 1999 (together
with the Original Filing, the "Statement") with respect to the Offer by U S
WEST, Inc. to purchase 39,259,305 shares of Common Stock of Global Crossing
Ltd., as set forth in the Statement. This Amendment constitutes the final
amendment required by Instruction D of the Tender Offer Statement on Schedule
14D-1. Capitalized terms used herein and not otherwise defined shall have the
meaning assigned such terms in the Statement.
Item 6. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.
The information set forth in the press release dated June 28, 1999, which
press release is attached hereto as Exhibit (a)(1), is incorporated by reference
herein.
Item 10. ADDITIONAL INFORMATION.
The information set forth in the press release dated June 28, 1999, which
press release is attached hereto as Exhibit (a)(1), is incorporated by reference
herein.
Item 11. Material to be Filed as Exhibits.
Item 11 is hereby amended by the addition of the following exhibits:
(a)(1) Press release issued by U S WEST, Inc., dated June 28, 1999.
-2-
<PAGE>
SIGNATURE
After due inquiry and to the best of its knowledge and belief, each of the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: June 29, 1999
U S WEST, Inc.
By: /s/ THOMAS O. MCGIMPSEY
---------------------------------
Name: Thomas O. McGimpsey
Title: Assistant Secretary and
Senior Attorney
<PAGE>
EXHIBIT INDEX
(a)(1) Press release issued by U S WEST, Inc., dated June 28, 1999.
Exhibit (a)(1)
June 28, 1999
- U S WEST ANNOUNCES FINAL PRORATION FIGURE -
DENVER -- U S WEST, Inc. (NYSE: USW) announced today that the Bank of New
York, the Depositary, has determined that the final proration figure under
its tender offer for 39,259,305 shares of Global Crossing Ltd. (Nasdaq: GBLX)
is 18.128106 percent. Accordingly, U S WEST, Inc. has instructed the
Depositary to begin making payment today for shares accepted under the tender
offer.
U S WEST (NYSE: USW) provides a full range of telecommunications services --
including wireline, wireless PCS, data networking, directory and information
services -- to more than 25 million customers nationally and in 14 western and
midwestern states. More information about U S WEST can be found on the Internet
at HTTP://WWW.USWEST.COM.
Safe Harbor Statement: This document contains statements about expected future
events and financial results that are forward-looking and subject to risks and
uncertainties. For these statements, we claim the safe harbor for
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Factors that could cause actual results to differ
from expectations include: (i) greater than anticipated competition from new
entrants into the local exchange, intraLATA toll, wireless, data and directories
markets, causing loss of customers and increased price competition; (ii) changes
in demand for U S WEST's products and services, including optional custom
calling features; (iii) higher than anticipated employee levels, capital
expenditures and operating expenses (such as costs associated with
interconnection and year 2000 remediation); (iv) the loss of significant
customers; (v) pending and future state and federal regulatory changes affecting
the telecommunciations industry, including changes that could have an impact on
the competitive environment in the local exchange market; (vi) a change in
economic conditions in the various markets served by U S WEST's operations;
(vii) higher than anticipated start-up costs associated with new business
opportunities; (viii) delays in U S WEST's ability to begin offering interLATA
long-distance services; (ix) consumer acceptance of broadband services,
including telephony, data and wireless services; and (x) delays in the
development of anticipated technologies, or the failure of such technologies to
perform according to expectations. These cautionary statements by U S WEST
should not be construed as exhaustive or as any admission regarding the adequacy
of disclosures made by U S WEST. U S WEST cannot always predict or determine
after the fact what factors would cause actual results to differ materially from
those indicated by the forward-looking statements or other statements. In
addition, readers are urged to consider statements that include the terms
"believes", "belief", "expects", "plans", "objectives", "anticipates",
"intends", "targets", or the like to be uncertain and forward-looking. All
cautionary statements should be read as being applicable to all forward-looking
statements wherever they appear. U S WEST does not undertake any obligation to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
