-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HIVl8WtGUGJ3OB3Em0gOA9qRV2ZQE0d/qyeVJTN0MyYhpyE9AuaPxS3wOzlXBTKj lQXnPne/ZCbkE1UWfxBu+g== 0000950148-99-000221.txt : 19990210 0000950148-99-000221.hdr.sgml : 19990210 ACCESSION NUMBER: 0000950148-99-000221 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19990209 GROUP MEMBERS: GLOBAL INVESTMENTS TRUST GROUP MEMBERS: GOTEL INVESTMENTS LTD GROUP MEMBERS: INTERTRUST (GUERNSEY) LIMITED SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STAR TELECOMMUNICATIONS INC CENTRAL INDEX KEY: 0001026486 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 770362681 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-53171 FILM NUMBER: 99524563 BUSINESS ADDRESS: STREET 1: 223 EAST DE LA GUERRA STREET STREET 2: STE 202 CITY: SANTA BARBARA STATE: CA ZIP: 93101 BUSINESS PHONE: 8058991962 MAIL ADDRESS: STREET 1: 223 EAST DE LA GUERRA STREET CITY: SANTA BARBARA STATE: CA ZIP: 93101 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOTEL INVESTMENTS LTD CENTRAL INDEX KEY: 0001055809 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O INTERTRUST MANAGEMENT SA 16 STREET 2: RUE DE LA PELISSERIE PO BOX 3292 CITY: 1211 GENEVA 3 SWITZE BUSINESS PHONE: 01141223118000 MAIL ADDRESS: STREET 1: C/O INTERTRUST MANAGEMENT SA 16 RUE STREET 2: DE LA PELISSERIE PO BX3292 1211 GENEVA 3 CITY: SWITZERLAND SC 13G 1 SCHEDULE 13G 1 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 STAR TELECOMMUNICATIONS, INC. (ISSUER) COMMON STOCK, $0.01 PAR VALUE (TITLE OF CLASS OF SECURITIES) 854923109 (CUSIP NUMBER) Check the following if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Items 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO.: 854923109 (1) NAMES OF REPORTING PERSON. S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: Gotel Investments Ltd. (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions). (a) (b) (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION: British Virgin Islands (5) NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: (a) Sole Voting Power: -0- (b) Shared Voting Power: 1,397,432 (c) Sole Dispositive Power: -0- (d) Shared Dispositive Power: 1,397,432 (6) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,397,432 (7) CHECK IF THE AGGREGATE AMOUNT IN ROW (6) EXCLUDES CERTAIN SHARES (see Instructions): (8) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (6): 3.3% (9) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): 00
2 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 STAR TELECOMMUNICATIONS, INC. (ISSUER) COMMON STOCK, $0.01 PAR VALUE (TITLE OF CLASS OF SECURITIES) 854923109 (CUSIP NUMBER) Check the following if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Items 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO.: 854923109 - -------------------- (1) NAMES OF REPORTING PERSON. S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: Global Investments Trust (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions). (a) (b) (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION: Isle of Guernsey, Channel Islands (5) NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: (a) Sole Voting Power: -0- (b) Shared Voting Power: 1,397,432 (c) Sole Dispositive Power: -0- (d) Shared Dispositive Power: 1,397,432 (6) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,397,432 (7) CHECK IF THE AGGREGATE AMOUNT IN ROW (6) EXCLUDES CERTAIN SHARES (see Instructions): (8) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (6): 3.3% (9) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): 00
3 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 STAR TELECOMMUNICATIONS, INC. (ISSUER) COMMON STOCK, $0.01 PAR VALUE (TITLE OF CLASS OF SECURITIES) 854923109 (CUSIP NUMBER) Check the following if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Items 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO.: 854923109 - -------------------- (1) NAMES OF REPORTING PERSON. S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON: Intertrust (Guernsey) Limited (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions). (a) (b) (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION: Isle of Guernsey, Channel Islands (5) NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: (a) Sole Voting Power: -0- (b) Shared Voting Power: 1,397,432 (c) Sole Dispositive Power: -0- (d) Shared Dispositive Power: 1,397,432 (6) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,397,432 (7) CHECK IF THE AGGREGATE AMOUNT IN ROW (6) EXCLUDES CERTAIN SHARES (see Instructions): (8) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (6): 3.3% (9) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): 00
4 854923109 (CUSIP NUMBER) Item 1(a). NAME OF ISSUER: STAR Telecommunications, Inc. Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 223 East De La Guerra St., Santa Barbara, CA 93101 Item 2(a). NAME OF PERSONS FILING: Gotel Investments Ltd. Global Investment Trust Intertrust (Guernsey) Limited Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: Gotel Investments Ltd.: Palm Chambers No. 3, P.O. Box 3152, Road Town, Tortola, Brtish Virgin Islands Global Investment Trust: Francis House, Sir Williams Place, St. Peter Port, Guernsey, Channel Islands Intertrust (Guernsey) Limited: Francis House, Sir Williams Place, St. Peter Port, Guernsey, Channel Islands Item 2(c). CITIZENSHIP: Gotel Investments Ltd.: British Virgin Islands Global Investment Trust: Isle of Guernsey, Channel Islands Intertrust (Guernsey) Limited: Isle of Guernsey, Channel Islands Item 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, $0.01 par value Item 2(e). CUSIP NO.: 854923109 Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or Dealer registered under Section 15 of the Act. (b) [ ] Bank as defined in section 3(a)(6) of the Act. (c) [ ] Insurance Company as defined in section 3(a)(19) of the Act. (d) [ ] Investment Company registered under section 8 of the Investment Company Act. (e) [ ] Investment Advisor registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F) (g) [ ] Parent Holding Company, in accordance with Rule 13d-1(b)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H) Item 4. OWNERSHIP (a) Amount Beneficially Owned: 1,397,432 (b) Percent of Class: 3.3% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: -0- (ii) shared power to vote or to direct the vote: 1,397,432 (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: 1,397,432
5 854923109 (CUSIP NUMBER) Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: [x] Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: Not Applicable Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: Not Applicable Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not Applicable Item 9. NOTICE OF DISSOLUTION OF GROUP Not Applicable Item 10. CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect.
SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: January 20, 1999 BY: /s/ WALTER STRESEMANN --------------------------------------- Walter Stresemann, Director of Gotel Investments Ltd. Date: January 20, 1999 BY: /s/ WALTER STRESEMANN -------------------------------------- Walter Stresemann, Director of Intertrust (Guernsey) Limited, Trustee of the Global Investment Trust Date: January 20, 1999 BY: /s/ WALTER STRESEMANN -------------------------------------- Walter Stresemann, Director of Intertrust (Guernsey) Limited 6 854923109 (CUSIP NUMBER) EXHIBIT INDEX ------------- SEQUENTIALLY EXHIBIT NUMBERED NUMBER DESCRIPTION PAGE - ------- ----------- ------------ 1. Identification of Members of the Group...........................5 2. Joint Reporting Agreement dated January 20, 1999.................6 Page 6 of 6 Pages EX-1 2 EXHIBIT 1 1 854923109 (CUSIP NUMBER) EXHIBIT 1 --------- IDENTIFICATION OF MEMBERS OF THE GROUP -------------------------------------- 1. Gotel Investments Ltd. 2. Global Investment Trust 3. Intertrust (Guernsey) Limited Intertrust (Guernsey) Limited is the trustee of the Global Investment Trust, which owns all of the issued and outstanding capital stock of Gotel Investments Ltd. EX-2 3 EXHIBIT 2 1 EXHIBIT 2 --------- JOINT REPORTING AGREEMENT ------------------------- In consideration of the mutual covenants herein contained, each of the parties hereto represents to and agrees with the other party as follows: 1. Such party is eligible to file a statement or statements on Schedule 13G pertaining to the Common Stock, $.01 value per share, STAR Telecommunications, Inc., to which this Agreement is an exhibit, for filing of the information contained therein. 2. Such party is responsible for timely filing of such statement and any amendments thereto and for the completeness and accuracy of the information concerning such party contained therein, PROVIDED that no such party is responsible for the completeness or accuracy of the information concerning the other parties making the filing, unless such party knows or has reason to believe that such information is inaccurate. 3. Such party agrees that such statement is filed by and on behalf of each party and that any amendment thereto will be filed on behalf of each such party. This agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement. Dated: January 20, 1999 GOTEL INVESTMENTS LTD. BY: /s/ --------------------------------------- Walter Stresemann, Director GLOBAL INVESTMENTS TRUST By: Intertrust (Guernsey) Limited, Trustee BY: /s/ --------------------------------------- Walter Stresemann, Director INTERTRUST (GUERNSEY) LIMITED BY: /s/ --------------------------------------- Walter Stresemann, Director -----END PRIVACY-ENHANCED MESSAGE-----