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COMMAXXESS, Inc. Reaffirms Offer to Acquire Global Crossing for $815 Million

COMMAXXESS, Inc. (COMMAXX") today announced that it reaffirms its offer to acquire all of the assets of Global Crossing LTD., and Global Crossing Holdings LTD, collectively (Global Crossing") for consideration of over $800 million cash plus conversion of creditor claims into Newco equity shares.

FOR IMMEDIATE RELEASE

Wednesday, June 25, 2003


Washington, DC (PRWEB) COMMAXXESS, Inc. (COMMAXX") today announced that it reaffirms its offer to acquire all of the assets of Global Crossing LTD., and Global Crossing Holdings LTD, collectively (Global Crossing") for consideration of over $800 million cash plus conversion of creditor claims into Newco equity shares. The COMMAXXESS offer increases the proceeds available to creditors by over $300 million above the current bid by Singapore Technologies Telemedia PTE LTD and over $100 million above the Carl Icahn / XO Communications offer recently announced in two different versions. The offer is being forwarded today to advisors for the Bondholders and Banks and the Company and notice provided to the U.S. Trustee and Court.

The Offer also provides that the Global Crossing preferred and common shareholders that are to receive nothing under the STT or Icahn proposals would receive 10% of the Newco stock. Additionally, the proposal would increase the priority claim payments to Ad Hoc Former Global Crossing employees who have lost their retirement plans by $10,000,000 if approved by the Bankruptcy Court in New York.

The Global Crossing creditors would receive an initial cash payment of $415,730,000, 30% of the Newco stock and a structured participation in revenues payable through a Creditors Trust of $80,000,000 minimum per year for five (5) years or an additional $400 million cash minimum exclusive of the value of the newco stock.

The "PROJECTED RECOVERY PER CLASS" below shows the differences in the ST Telemedia / Global Crossing proposal, the XO / Icahn proposal, and the COMMAXXESS proposal:


Credit Classes as Defined in the Global Crossing Disclosure Statement:   
            
Administrative Expense Claims:   STT / Global Crossing 100%; XO / ICAHN 100%; COMMAXX 100%; Vote - No.

Priority Tax Claims:    STT / Global Crossing 100%; XO / ICAHN 100%; COMMAXX 100%; Vote - No.

Class A Priority Non-Tax Claims: STT / Global Crossing 100% up to $2.6 million; XO / ICAHN 100% up to $2.6 million; COMMAXX 100% + additional $10,000,000 to harmed GX employees; Vote - No.

Class B Other Secured Claims:   STT / Global Crossing - Contingent; XO / ICAHN - Contingent; COMMAXX Contingent; Vote - Contingent.

Class C Secured Lender Claims:   STT / Global Crossing - 22.7%; XO / ICAHN 8.9% - 21.02%; COMMAXX 30% minimum; VOTE - Yes.

Class D -- GC Holdings Notes:   STT / Global Crossing 3.2%; XO / ICAHN 3.2% or less; COMMAXX - 12-20% minimum; VOTE -Yes.

Class E -- GCNA Notes Claims: STT / Global Crossing 3.2%, See Note Below; XO / ICAHN 3.2% or less; COMMAXX - 12-20% minimum; VOTE -Yes.

Class F -- General Unsecured Claims: STT / Global Crossing 1.4% -1.9%; XO / ICAHN 1.4 -- 1.9% or less; COMMAXX 12-20% minimum; VOTE -Yes.

Class G -- Convenience Claims under $100,000 per claim: STT / Global Crossing - 4%; XO / ICAHN - 4% or less; COMMAXX 12-20% minimum; VOTE - Yes.

Class H --Intercompany Claims:   STT / Global Crossing - $0 -- 0%; XO / ICAHN    $0 -- 0%; COMMAXX $0 -- 0% plus all insider deals that would drain the post-bankruptcy company eliminated; VOTE - Yes.

Class I -- GC Holdings Preferred Stock: STT / Global Crossing $0 -- 0%; XO / ICAHN $0 -- 0%; COMMAXX - Prorated share of 10% of post-bankruptcy entity; VOTE - Yes.

Class J - GCL Preferred Stock: STT / Global Crossing $0 -- 0%; XO / ICAHN $0 -- 0%; COMMAXX Prorated share of 10% of post-bankruptcy entity; VOTE - Yes.

Class K -- GCL Common Equity Holders: STT / Global Crossing $0 --0%; XO / ICAHN $0 -- 0%; COMMAXX - Prorated share of 10% of post-bankruptcy entity; VOTE - Yes.

Class L Class Action Litigation, stock fraud and ERISA fraud: STT / Global Crossing   $0 -- 0%; XO / ICAHN -$0 -- 0%; COMMAXX - Not applicable however the class action clients under the fraud lawsuits may participate in the stock made available to Classes I, J and K; VOTE - No.


Note to Table: The GCNA Notes claims includes $600,000,000 of Frontier Communications debt that was left on the Global Crossing books when Citizens Communications purchased Frontier from Global Crossing in 2001 at a loss of $7.7 billion to Global Crossing. CommAxxess believes that this debt was left on the books of Global Crossing to enhance the value of Citizens Communications for certain insiders that are involved in the Global Crossing bankruptcy case.

Under the CommAxxess proposal, this $600,000,000 in Frontier debt may be either subordinated, eliminated or appropriately transferred to Citizens Communications where it belongs, or provided the recovery as shown above. The final determination being one for a Court to make regarding the Citizens -- Frontier transaction and if any party intended to defraud the other Global Crossing creditors and stockholders.

COMMAXXESS intends to petition the Bankruptcy Court to undertake the Purchase Agreement as a purchase subject to Chapter 11 plan not proposed by the Debtor and rescinding the prior order to grant STT and Hutchison a $30 to $50 million break up fee. The Purchase Agreement is not conditioned upon being subject to Chapter 11 plan" however certain features of the offer and transaction structure are better executed under a plan of reorganization working in collaboration with creditors.

In its evaluation for this offer, COMMAXXESS has learned that the $7.835 billion asset impairment that was apparently used to deny the shareholders Official Equity Committee status was a result of the acquisition of Frontier by Citizens in June 2001 and IPC Information Systems by Goldman Sachs in December 2001.

The COMMAXXESS proposal may pursue under RICO actions (in conjunction with shareholders) the recovery of certain assets that were transferred to insider parties within one year prior to the January 28, 2002 filing of the petition by Global Crossing. The shareholders also intend to initiate a RICO action regarding the Pacific Crossing Ltd entity to Pivotal Private Equity now known to be affiliated with Global Crossing creditors Goldman Sachs and certain Citigroup affiliates and subsidiaries.

This Purchase Agreement would also explore the advisability of assuming contract agreements with Asia Global Crossing, Charter Communications, Blackstone controlled PaeTec Communications and CampusLinks acquired from a Winnick investor group, Citizens Communications, Century Communications, Centennial Communications, IPC Information Systems acquired by Goldman Sachs in December 2001 and Adelphia Communications and Adelphia Cable.

Interested parties can view the FCC website at http://www.fcc.gov/transaction/globalcrossing-gx.html regarding comments filed by all parties including GlobalAxxess, a subsidiary of COMMAXXESS; dates of October 21, 2002, December 3, 2002, May 9, 2003, May 26, May 30, June 4, June 6, June 12, June 12, June 17 and June 18, 2003 in advance of this announcement.

The only conditions of financing are to address what contracts to accept, reject or modify, and as a U.S. owned company regulatory approval for transfer of control should not be a major obstacle or delay to closing.


Contact Person:    Karl W. B. Schwarz
Chairman, Chief Executive Officer
(501) 663-4959

   

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Karl W. B. Schwarz
Commaxxess, Inc.
501-663-4959
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