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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or
Section 30(f) of the Investment Company Act of 1940
________________________________________________________________________________
1. Name and Address of Reporting Person*
Global Telecom LLC ("Telecom")
--------------------------------------------------------------------------------
(Last) (First) (Middle)
1000 Louisiana Street, Suite 565
--------------------------------------------------------------------------------
(Street)
Houston, TX 77002
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(City) (State) (Zip)
________________________________________________________________________________
2. Date of Event Requiring Statement (Month/Day/Year)
December 29, 2000
________________________________________________________________________________
3. IRS Identification Number of Reporting Person, if an Entity (Voluntary)
________________________________________________________________________________
4. Issuer Name and Ticker or Trading Symbol
Netro Corporation ("NTRO")
________________________________________________________________________________
5. Relationship of Reporting Person to Issuer
(Check all applicable)
[_] Director [X] 10% Owner
[_] Officer (give title below) [_] Other (specify below)
________________________________________________________________________________
6. If Amendment, Date of Original (Month/Day/Year)
________________________________________________________________________________
7. Individual or Joint/Group Filing (Check applicable line)
[_] Form Filed by One Reporting Person
[X] Form Filed by More than One Reporting Person
<PAGE>
================================================================================
Table I -- Non-Derivative Securities Beneficially Owned
================================================================================
<TABLE>
3. Ownership Form:
2. Amount of Securities Direct (D) or
1. Title of Security Beneficially Owned Indirect (I) 4. Nature of Indirect Beneficial Ownership
(Instr. 4) (Instr. 4) (Instr. 5) (Instr. 4)
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Common Stock, $0.001 par value per 5,762,500 D
share ("Netro Shares")
====================================================================================================================================
</TABLE>
* If the Form is filed by more than one Reporting Person, see Instruction
5(b)(v).
Reminder: Report on a separate line for each class of securities beneficially
owned directly or indirectly.
(Over)
(Print or Type Responses)
<PAGE>
FORM 3 (continued)
Table II -- Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
================================================================================
<TABLE>
5. Owner-
3. Title and Amount of Securities ship
Underlying Derivative Security Form of
2. Date Exercisable (Instr. 4) Derivative
and Expiration Date --------------------------------- 4. Conver- Security:
(Month/Day/Year) Amount sion or Direct 6. Nature of
---------------------- or Exercise (D) or Indirect
Date Expira- Number Price of Indirect Beneficial
1. Title of Derivative Exer- tion of Derivative (I) Ownership
Security (Instr. 4) cisable Date Title Shares Security (Instr. 5) (Instr. 5)
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
------------------------------------------------------------------------------------------------------------------------------------
====================================================================================================================================
</TABLE>
Explanation of Responses: See attached Exhibit to Form 3, which is hereby
incorporated herein by reference.
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.
See Instructions 6 for procedure.
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, see Instruction 6 for procedure.
(Print or Type Responses)
<PAGE>
Exhibit to Form 3
Name and Address of Additional Reporting Persons:
------------------------------------------------
Carso Global Telecom, S.A. de C.V. ("CGT") with the following address:
Insurgentes Sur #1500
Col. Pena Pobre Tlalpan, 14060
Mexico, D.F., Mexico
Mr. Carlos Slim Helu, Mr. Carlos Slim Domit, Mr. Marco Antonio Slim Domit, Mr.
Patrick Slim Domit, Ms. Maria Soumaya Slim Domit, Ms. Vanessa Paola Slim Domit
and Ms. Johanna Monique Slim Domit (collectively, the "Slim Family"), each with
the following address:
Paseo de Las Palmas #736
Colonia Lomas de Chapultepec, 11000
Mexico, D.F., Mexico
Explanation of Responses:
------------------------
As of December 29, 2000, CGT had indirect beneficial ownership of the 5,762,500
Netro Shares then directly owned by its wholly-owned subsidiary, Telecom.
The Slim Family beneficially owns a majority of the outstanding voting and
equity securities of CGT, and therefore each member of the Slim Family may be
deemed to have indirect beneficial ownership of the 5,762,500 Netro Shares
beneficially owned indirectly by CGT and owned directly by Telecom.
<PAGE>
Signature Page
--------------------------------
Carlos Slim Helu
--------------------------------
Carlos Slim Domit By:
-------------------------
-------------------------------- Eduardo Valdes Acra
Marco Antonio Slim Domit Attorney-in-Fact
January 5, 2001
--------------------------------
Patrick Slim Domit
--------------------------------
Maria Soumaya Slim Domit
--------------------------------
Vanessa Paola Slim Domit
--------------------------------
Johanna Monique Slim Domit
CARSO GLOBAL TELECOM, S.A. DE C.V.
--------------------------------
By: Eduardo Valdes Acra
Title: Attorney-in-Fact
GLOBAL TELECOM LLC
--------------------------------
By: James M. Nakfoor
Title: Manager
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Carlos Slim Helu
October 25, 2000 ----------------------------------
By: Carlos Slim Helu
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Carlos Slim Domit
October 25, 2000 ----------------------------------
By: Carlos Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Marco Antonio Slim Domit
October 25, 2000 ----------------------------------
By: Marco Antonio Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Patrick Slim Domit
October 25, 2000 ----------------------------------
By: Patrick Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Maria Soumaya Slim Domit
October 25, 2000 ----------------------------------
By: Maria Soumaya Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Vanessa Paola Slim Domit
October 25, 2000 ----------------------------------
By: Vanessa Paola Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of shares of common stock, $0.001 par value per
share (the "Securities"), of Netro Corporation, a corporation organized under
the laws of California, which Securities are registered pursuant to Section 12
of the United States Securities Exchange Act of 1934, as amended (the "Exchange
Act"), hereby constitute and appoint Eduardo Valdes Acra and Rafael Robles
Miaja, and each of them singly, my true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, to act, for me and in my
name, place and stead and on my behalf, in any and all capacities, to sign any
Form 3, 4 or 5 or Schedule 13D or 13G relating to my ownership (direct or
otherwise) of the Securities and any and all amendments thereto and any other
document relating thereto (including any joint filing agreement) (collectively,
the "Filings"), and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Johanna Monique Slim Domit
October 25, 2000 ----------------------------------
By: Johanna Monique Slim Domit
<PAGE>
POWER OF ATTORNEY
Carso Global Telecom, S.A. de C.V., a holder of shares of
common stock, $0.001 par value per share (the "Securities"), of Netro
Corporation, a corporation organized under the laws of California, which
Securities are registered pursuant to Section 12 of the United States Securities
Exchange Act of 1934, as amended (the "Exchange Act"), hereby constitute and
appoint Eduardo Valdes Acra and Rafael Robles Miaja, and each of them singly,
its true and lawful attorney-in-fact and agent, with full power of substitution
and resubstitution, to act, for it and in its name, place and stead and on its
behalf, in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or
13G relating to its ownership (direct or otherwise) of the Securities and any
and all amendments thereto and any other document relating thereto (including
any joint filing agreement) (collectively, the "Filings"), and to file on its
behalf any such Filings required to be filed pursuant to the Exchange Act with
the United States Securities and Exchange Commission, hereby granting unto said
attorneys-in-fact and agents, full power and authority to do and perform any and
all acts and things requisite as fully to all intents and purposes as it might
or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents may lawfully do or cause to be done by virtue
hereof, and this power of attorney shall be irrevocable until December 31, 2004.
CARSO GLOBAL TELECOM, S.A. DE C.V.
/s/ Eduardo Valdes Acra
October 25, 2000 ----------------------------------
By: Eduardo Valdes Acra
Title: Attorney-in-Fact
<PAGE>
POWER OF ATTORNEY
Global Telecom LLC, a holder of shares of common stock, $0.001
par value per share (the "Securities"), of Netro Corporation, a corporation
organized under the laws of California, which Securities are registered pursuant
to Section 12 of the United States Securities Exchange Act of 1934, as amended
(the "Exchange Act"), hereby constitute and appoint Eduardo Valdes Acra and
Rafael Robles Miaja, and each of them singly, its true and lawful
attorney-in-fact and agent, with full power of substitution and resubstitution,
to act, for it and in its name, place and stead and on its behalf, in any and
all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G relating to
its ownership (direct or otherwise) of the Securities and any and all amendments
thereto and any other document relating thereto (including any joint filing
agreement) (collectively, the "Filings"), and to file on its behalf any such
Filings required to be filed pursuant to the Exchange Act with the United States
Securities and Exchange Commission, hereby granting unto said attorneys-in-fact
and agents, full power and authority to do and perform any and all acts and
things requisite as fully to all intents and purposes as it might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents may lawfully do or cause to be done by virtue hereof, and this power of
attorney shall be irrevocable until December 31, 2004.
GLOBAL TELECOM LLC
/s/ James M. Nakfoor
October 25, 2000 ----------------------------------
By: James M. Nakfoor
Title: Manager
<PAGE>
JOINT FILING AGREEMENT
THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into
as of this 25th day of October 2000, by and among Carlos Slim Helu, Carlos Slim
Domit, Marco Antonio Slim Domit, Patrick Slim Domit, Maria Soumaya Slim Domit,
Vanessa Paola Slim Domit, Johanna Monique Slim Domit, Carso Global Telecom, S.A.
de C.V. and Global Telecom LLC.
The parties to this Agreement hereby agree to prepare jointly and file
timely (and otherwise to deliver as appropriate) all filings on any Form 3, 4 or
5 or Schedule 13D or 13G relating to their ownership (direct or otherwise) of
any securities of Netro Corporation, a California corporation, and any and all
amendments thereto and any other document relating thereto (collectively, the
"Filings") required to be filed by them pursuant to the Securities Exchange Act
of 1934, as amended. Each party to this Agreement further agrees and covenants
to the other parties that it will fully cooperate with such other parties in the
preparation and timely filing (and other delivery) of all such Filings.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first set forth above.
Carlos Slim Helu
----------------------------------
Carlos Slim Domit By: /s/ Eduardo Valdes Acra
-----------------------
---------------------------------- Eduardo Valdes Acra
Marco Antonio Slim Domit Attorney-in-Fact
October 25, 2000
----------------------------------
Patrick Slim Domit
----------------------------------
Maria Soumaya Slim Domit
----------------------------------
Vanessa Paola Slim Domit
----------------------------------
Johanna Monique Slim Domit
CARSO GLOBAL TELECOM, S.A. DE C.V.
----------------------------------
By: Eduardo Valdes Acra
Title: Attorney-in-Fact
GLOBAL TELECOM LLC
----------------------------------
By: James M. Nakfoor
Title: Manager
