<PAGE> 1
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 21, 1999
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
GLOBALSTAR, L.P.
(Exact name of registrant as specified in its charter)
Delaware 333-25461 13-3759824
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number
3200 Zanker Road, San Jose, California 95134
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(408) 933-4000
<PAGE> 2
Item 5. Other Events.
On January 21, 1999, Globalstar Telecommunications Limited ("GTL"), a
general partner of Globalstar, L.P. ("Globalstar"), announced that it had
entered into an agreement to sell $350 million of 8% Convertible Redeemable
Preferred Stock due 2011 in an offering exempt from registration. Loral Space &
Communications Ltd., which owns, directly or indirectly, approximately 42% of
Globalstar on a fully-diluted basis, will maintain its approximate ownership
percentage by purchasing $150 million of the shares of Preferred Stock offered.
GTL will apply the net proceeds of the offering to purchase Convertible
Redeemable Preferred Partnership Interests in Globalstar. Globalstar, in turn,
will apply the proceeds from the sale of the Convertible Preferred Partnership
Interests towards the continued construction and deployment of its worldwide,
low-earth orbit satellite-based digital telecommunications system.
The press release of GTL dated January 21, 1999, a copy of which is
attached hereto as Exhibit 99.1, is 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 21, 1999
-2-
<PAGE> 3
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: January 22, 1999 By: /s/ Eric J. Zahler
--------------------------------
Eric J. Zahler
Vice President
GLOBALSTAR, L.P.
-----------------------------------
(Registrant)
By: Loral/QUALCOMM Satellite
Services, L.P.,
its General Partner
By: Loral/QUALCOMM
Partnership, L.P.,
its General Partner
By: Loral General Partner, Inc.
its General Partner
Date: January 22, 1999 By: /s/ Eric J. Zahler
--------------------------------
Eric J. Zahler
Vice President
-3-
<PAGE> 4
EXHIBIT INDEX
Exhibit Description
Exhibit 99.1 Press Release of Globalstar Telecommunications
Limited dated January 21, 1999
<PAGE> 1
[GLOBALSTAR GRAPHIC]
- -------------------------------------------------------------------------------
Globalstar Telecommunications Ltd.
600 Third Avenue
New York, NY 10016
Tel: (212) 697-1105
Fax: (212) 338-5662
NEWS
For Immediate Release
Contact: Jeanette Clonan
+1-212-338-5658
GLOBALSTAR TO SELL $350,000,000 OF CONVERTIBLE PREFERRED STOCK
IN A RULE 144A OFFERING
NEW YORK - January 21, 1999 - Globalstar Telecommunications Limited (GTL)
announced today that it has entered into an agreement to sell $350 million of 8%
Convertible Preferred Stock due 2011 in an offering exempt from registration.
The Preferred Stock will be convertible into shares of common stock at a
conversion price of $23.2563 per share. GTL has also granted an option to the
managers to purchase an additional $70 million of Preferred Stock. Loral Space &
Communications, which owns 42% of Globalstar L.P., will purchase $150 million of
the $350 million of Convertible Preferred Stock offered.
GTL will apply the proceeds to purchase Convertible Preferred Partnership
Interests in Globalstar, L.P. Globalstar L.P., in turn, will apply the proceeds
from the sale of the Convertible Preferred Partnership Interests towards the
continued construction and deployment of its worldwide, low-earth orbit
satellite-based digital telecommunications system.
The Preferred Stock has 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 does not
constitute an offer to sell or the solicitation of an offer to buy the
securities.
# # #
