UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of May 2000
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360NETWORKS INC.
(Translation of registrant's name into English)
1500-1066 West Hastings Street, Vancouver,
British Columbia, Canada V6E 3X1
(Address of principal executive offices
and zip code)
Registrant's Telephone Number, including area code: (604) 681-1994
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F_X_ Form 40-F ___
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ___ No _X_
Exhibit 99.5
May 9, 2000
FOR IMMEDIATE RELEASE
360networks ANNOUNCES EXERCISE OF OVER-ALLOTMENT OPTION IN INITIAL PUBLIC
OFFERING
All figures in US dollars
Vancouver - 360networks inc. today announced that the underwriters of its recent
initial public offering of subordinate voting shares have exercised in full
their over-allotment option to purchase additional 6,941,250 shares at the
initial public offering price of $14 per share, less underwriting discounts. All
of these shares will be sold by 360networks. The transaction is expected to
close tomorrow.
As a result of the exercise of this option, 360networks will receive additional
net proceeds of $91.8 million and will have raised a total of $745 million from
its initial public offering before deducting the underwriting discount and
offering expenses. After giving effect to the sale of the over-allotment shares,
a total of 53,216,250 subordinate voting shares were offered and sold in the
offering.
Goldman, Sachs & Co. and Donaldson, Lufkin & Jenrette Securities Corporation
acted as co-lead underwriters of the offering. A copy of the final prospectus
related to the offering may be obtained from either underwriter.
About 360networks
360networks (formerly Worldwide Fiber) offers broadband network and co-location
services to telecommunications companies, Internet service providers,
application service providers and data-centric enterprises. 360networks is
completing a technologically advanced 90,300 kilometer (56,100 mile) network
linking 90 major cities, including a fiber optic terrestrial network in North
America and Europe, and undersea cables linking North America, South America and
Europe. 360networks and its predecessors have been developing communications
networks since 1988.
360networks shares trade on the NASDAQ under the stock symbol TSIX and on the
Toronto Stock Exchange as TSX.
For more information contact:
Investor Relations
Nancy Bacchieri
[email protected]
Media
Michelle Gagne
<PAGE>
[email protected]
Forward looking statements: This document may contain statements about expected
future events and financial results that are forward looking in nature, and, as
a result, are subject to certain risks and uncertainties. Actual results may
differ materially from those projected by management. For such statements, we
claim the safe harbor for "forward looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995.
Exhibit 99.6
May 15, 2000
FOR IMMEDIATE RELEASE
360networks FIRST QUARTER REVENUE INCREASES 76% EBITDA CLIMBS 96%
All amounts in US dollars
Vancouver - 360networks inc. today announced revenue for the quarter ended March
31, 2000 grew to $75.5 million, an increase of 76% over the $42.8 million from
the first quarter of 1999.
First quarter EBITDA (earnings before interest, taxes, depreciation,
amortization, interest, stock-based compensation and minority interest) reached
$16.7 million, a 96% increase over the $8.5 million of EBITDA for the same
quarter in 1999.
The net loss for the quarter was $44.7 million or 11 cents per share, including
a non-cash charge of $47.7 million for stock-based compensation expense.
Excluding stock-option expense, net earnings would have been $3 million.
"360networks had busy and productive quarter," said Greg Maffei, president and
chief executive officer. "We sold our first broadband services, expanded our
order book to $840 million, struck major agreements to expand into Europe, and
agreed to acquire GlobeNet to expand our reach to South America."
The gross margin for the quarter was $28.9 million, 38% of revenue, compared
with $10.7 million (25% of revenue) during the same period last year. The
increase in gross margin was due to increased sales of fiber optic
infrastructure along rail segments of the network, which generate higher margins
by leveraging the company's patented railplow technology.
Sales, general and administrative expense before stock-based compensation was
$12.2 million (16% of net revenue) compared with $2.2 million for the same
quarter of 1999. The increase in costs was in line with expectations and is due
to the planned expansion of the company's sales, engineering, network operations
and information technology personnel.
"We were very pleased with our revenue growth and margin expansion," said Larry
Olsen, vice-chairman and chief financial officer. "With the $1.5 billion
proceeds from our recent IPO and high yield debt offerings, plus existing
facilities and cash balances, we are fully funded to complete our announced plan
to build a 56,000 mile network. In addition, we are completing documentation for
a fully-underwritten $1 billion senior bank facility."
Network development highlights during the first quarter
- - -12,900 route miles have been completed in North America.
<PAGE>
- - -360networks lit 4,500 kilometers (2,800 miles) of its fiber optic network and
is providing services between Seattle and Toronto, including Vancouver, Calgary,
Winnipeg, Minneapolis, Chicago and Detroit. 9,200 kilometers (5,700 miles) of
the network is now lit.
- - -360networks announced an agreement with Telewest to develop jointly a
1,500-kilometer (715-mile) fiber optic network linking Liverpool and London via
two separate routes.
- - -360networks announced an agreement with Telia in January, which provides
360networks with fiber optic facilities spanning a distance of 6,400 kilometers
(4,000 miles) in the United Kingdom, France, Germany, Holland, Sweden, Norway
and Denmark, connecting 11 major European cities.
- - -The company announced an agreement with Carrier1 GmbH to purchase capacity on
networks in Europe, enabling 360networks to meet its wholesale network needs
between London and 18 major European cities on Carrier1's pan-European fiber
optic network.
- - -360networks reached an agreement in March with KPNQwest to purchase 7,300
kilometers (4,500 miles) of fiber infrastructure on networks linking 19 cities
in central and southern Europe, including Milan, Zurich and Madrid.
- - -Capital expenditures totaled $168 million during the first quarter, including
$90 million related to the company's transatlantic network.
Other key highlights
- - -Greg Maffei and other key executives joined 360networks.
- - -Claude Mongeau, chief financial officer of CN, joined the board of directors.
- - -360networks announced its first major bandwidth sale (an OC-48 channel between
Vancouver and Chicago) to PSINet, and has begun providing services to the
Internet service provider.
- - -The company announced its first major transatlantic bandwidth sale to KPNQwest.
- - -The company changed its name from Worldwide Fiber to 360networks.
- - -360networks also announced in March the intention to purchase GlobeNet, which
is currently building a 22,500-kilometer undersea network linking the United
States, Bermuda, Brazil and Venezuela.
- - -The company established an Advisory Board, made up of business and technology
leaders: Michael Dell, chairman and chief executive officer of Dell Computer
Corporation; Terry Matthews, chairman and
<PAGE>
chief executive officer of Newbridge Networks; Rupert Murdoch, chairman and
chief executive officer of News Corporation; Dr. Nathan Myhrvold, former chief
technology officer of Microsoft; Anthony Naughtin, chief executive officer of
InterNAP Network Services Corporation; and Denis O'Brien, Jr., chairman of Esat
Telecom Group plc.
- - -360networks announced it would provide $170 million of high-speed bandwidth
network services and dark fiber infrastructure to Shaw Communications. In
addition, Shaw made an equity investment of $100 million in 360networks.
- - -Other strategic investors in the company include MSD Capital (Michael Dell's
investment company), News Corporation, Comcast, Kleiner Perkins Caufield &
Byers, Oak Investment, CN and Group Telecom.
About 360networks
360networks (formerly Worldwide Fiber) offers broadband network and co-location
services to telecommunications companies, Internet service providers,
application service providers and data-centric enterprises. 360networks is
completing a technologically advanced 90,800-kilometer (56,300 mile) network
linking 90 major cities, including a fiber optic terrestrial network in North
America and Europe, and undersea cables linking North America, South America and
Europe. 360networks and its predecessors have been developing communications
networks since 1988.
360networks shares trade on the NASDAQ under the stock symbol TSIX and on the
Toronto Stock Exchange as TSX. More information about the company is available
at www.360.net.
360networks will host a conference call to discuss these results at 11 a.m.
Eastern Time on May 15. You can listen to the call in the Investors section of
our Web site at www.360.net.
Investor Relations
Nancy Bacchieri
[email protected]
Media
Michelle Gagne
[email protected]
Forward looking statements: This document may contain statements about expected
future events and financial results that are forward looking in nature, and, as
a result, are subject to certain risks and uncertainties. Actual results may
differ materially from those projected by management. For such statements, we
claim the safe harbor for "forward looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
360NETWORKS INC.
By: /s/ Catherine McEachern
----------------------------------
Name: Catherine McEachern
Title: Vice President
DATE: May 16, 2000
