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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 30, 1997
GLOBALSTAR TELECOMMUNICATIONS LIMITED
(Exact name of registrant as specified in its charter)
Islands of Bermuda 0-25456 13-3795510
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
Cedar House, 41 Cedar Avenue, Hamilton, Bermuda HM 12
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(441) 295-2244
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Item 5. Other Events.
The press releases of the registrant dated January 30,
1997 and January 31, 1997, copies of which are attached hereto as Exhibit
99.1 and Exhibit 99.2, respectively, are hereby incorporated by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit 99.1 Press Release of Globalstar Telecommunications Limited dated
January 30, 1997
Exhibit 99.2 Press Release of Globalstar Telecommunications Limited dated
January 31, 1997
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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 hereunto duly authorized.
GLOBALSTAR TELECOMMUNICATIONS
LIMITED
(Registrant)
Date: February 3, 1997 By: /s/ Eric J. Zahler
Eric J. Zahler
Vice President and Secretary
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EXHIBIT INDEX
Exhibit Description
Exhibit 99.1 Press Release of Globalstar Telecommunications
Limited dated January 30, 1997
Exhibit 99.2 Press Release of Globalstar Telecommunications
Limited dated January 31, 1997
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Exhibit 99.1
Contact: Jeanette Clonan
(212) 338-5658
GLOBALSTAR TO SELL $250,000,000 OF UNITS
CONSISTING OF SENIOR NOTES AND WARRANTS
IN A PRIVATE OFFERING
NEW YORK, January 30, 1997 -- Globalstar, L.P. announced today that it plans to
sell $250 million of units which consist of senior notes due 2004 and warrants
to purchase common stock of Globalstar Telecommunications Limited in a private
offering .
Globalstar intends to apply the proceeds from the sale of the units
towards the development, construction and deployment of its worldwide, low-earth
orbit satellite-based digital telecommunications system.
The units will be offered only to qualified institutional buyers
pursuant to Rule 144A, to accredited institutional investors pursuant to
Regulation D and to certain persons in offshore transactions pursuant to
Regulation S under the Securities Act of 1933. The units and the underlying
common stock associated with the warrants have not been registered under the
Securities Act of 1933 and may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
This press release shall not constitute an offer to sell or the solicitation of
any offer to buy the securities.
The common stock of Globalstar Telecommunications Limited, a Bermuda
company, is listed on the NASDAQ National Market under the symbol "GSTRF."
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Exhibit 99.2
Contact: Jeanette Clonan
(212) 338-5658
GLOBALSTAR TO RAISE $140.9 MILLION ON
EXERCISE OF OUTSTANDING WARRANTS
Will Distribute Rights to Shareholders
To Purchase Stock at $26.50 Per Share
NEW YORK, January 31, 1997 -- Globalstar Telecommunications Limited (GTL)
announced today a plan for the exercise of outstanding warrants to purchase
5,316,486 shares of common stock at $26.50 per share. The warrants were issued
in April 1996 in connection with the guarantees of a $250 million Globalstar
bank credit agreement. Warrant holders include Loral Space & Communications,
Lockheed-Martin, Daimler Benz Aerospace, QUALCOMM, and Space Systems/Loral. An
understanding with the warrant holders has been reached that will result in
immediate exercise and prompt registration of the GTL shares for resale.
In order to provide directly to its shareholders the benefit of the
1,131,169 warrants owned by GTL, the company will distribute to all of its
shareholders a right to purchase one GTL share for each 8.84 shares owned, at an
exercise price of $26.50 per share.
The exercise of the warrants and the rights will result in Globalstar
receiving proceeds of $140.9 million which will be used to continue the
development and construction of its worldwide, low-earth-orbit satellite-based
digital telecommunications system that will be operational in 1998.
GTL will commence the distribution to its shareholders by filing a
registration statement with the Securities and Exchange Commission covering the
rights and the underlying common stock. Thereafter, it will announce a record
date and mail materials to its shareholders describing, among other things, the
manner in which shareholders may exercise the rights. The rights will not be
listed; however, the company expects that shareholders would be able to sell he
rights in over-the -counter (OTC) transactions. This press release shall not
constitute an offer to sell or the solicitation of any offer to buy securities.
-more-
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In addition to obtaining funds through the exercise of these
outstanding warrants, Globalstar announced yesterday that it plans to further
the financing of its system by selling $250 million of units consisting of
senior notes and warrants to purchase common stock of GTL in a private offering.
Prior to undertaking these actions, the company had raised or received
commitments for approximately $1.4 billion of the funds required.
Globalstar (NASDAQ:GSTRF) is a limited partnership led by Loral Space &
Communications Ltd. In addition to co-founder, QUALCOMM Inc., the partnership
includes ten of the world's leading telecommunications service providers and
equipment manufacturers.
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