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GCUK Announces Pricing of Senior Secured Notes
London - December 21, 2006 -- Global Crossing (UK) Telecommunications Limited ("GCUK") today announced that Global Crossing (UK) Finance Plc, a wholly owned finance subsidiary of GCUK, yesterday priced an offering of 11.75 percent Senior Secured Notes due 2014 (the "Notes").
The 52 million pounds sterling aggregate principal amount of Notes was priced at 109.25 percent of par value for gross proceeds of 56.8 million pounds sterling. The Notes will be issued under the indenture, dated as of December 23, 2004, pursuant to which Global Crossing (UK) Finance Plc previously issued 200 million dollars aggregate principal amount of its dollar-denominated 10.75 percent Senior Secured Notes due 2014 and 105 million pounds sterling in aggregate principal amount of its sterling-denominated 11.75 percent Senior Secured Notes due 2014.
The sale of the 52 million pounds sterling aggregate principal amount of Notes is expected to close on December 28, 2006.
Proceeds from the offering will be used to acquire Fibernet Group Limited and certain of its subsidiaries from Global Crossing Acquisitions (UK) Limited, an affiliated acquisition vehicle that acquired Fibernet pursuant to an offer that was declared wholly unconditional on October 11, 2006 and to pay related fees and expenses. Upon completion of the acquisition by GCUK, Fibernet and its subsidiaries will guarantee the Notes and all other obligations under the indenture.
The Notes were sold only to qualified institutional buyers in the United States under Rule 144A and to qualified investors outside the United States that are non-U.S. Persons under Regulation S and have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any other applicable securities laws. The Notes may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
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This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes, nor shall there be any sale of these Notes in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. No action has been or will be taken to permit a public offering of the Notes in any jurisdiction, including the United Kingdom.
This press release is not an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or any other jurisdiction. The securities of Global Crossing (UK) Telecommunications Limited and Global Crossing (UK) Finance Plc may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act")) unless registered under the Securities Act or pursuant to an exemption from such registration. Such securities have not been and will not be registered under the Securities Act. Any offer of securities in the United States will be made by means of a prospectus containing detailed information about GCUK and Global Crossing (UK) Finance Plc, and its management, as well as financial statements.
This press release is directed only (i) at persons who are outside the United Kingdom, (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iii) at persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (all such persons together being referred to as "relevant persons"). This press release must not be acted on or relied on by persons who are not relevant persons. Any investment activity to which this press release relates is reserved for relevant persons only and may only be engaged in by relevant persons.
This press release contains forward-looking statements. These statements reflect current beliefs, as well as assumptions made by, and information available to, the entities referred to in this press release. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual future results and developments could differ materially from those set forth in these statements due to various factors. These factors include, among others, changes in the general economic and competitive situation, particularly in GCUK's businesses and markets; and changes resulting from the acquisition of Fibernet. In addition, future results and developments could be affected by the performance of financial markets, fluctuations in exchange rates and changes in national and supranational law. None of the companies referenced in this press release undertake any obligation to update forward-looking statements.
CONTACT GLOBAL CROSSING:
Press Contacts
Tisha Kresler
+ 1 973 937 0146
PR@globalcrossing.com
Mish Desmidt
Europe
+ 44 (0) 1256 732 866
EuropePR@globalcrossing.com
Analysts/Investors Contact
Laurinda Pang
+ 1 800 836 0342
glbc@globalcrossing.com
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