-----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, N6WkZdEqSKJRRzSb+GpTxoBgmRScYppjuVCLwYDvlDuGmzHe8Sw5BSrdgPNPMWYC a38ZC07pFsWYBm2H8Wz0VQ== 0001054522-99-000036.txt : 19990708 0001054522-99-000036.hdr.sgml : 19990708 ACCESSION NUMBER: 0001054522-99-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990707 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: U S WEST INC /DE/ CENTRAL INDEX KEY: 0001054522 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 840953188 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14087 FILM NUMBER: 99659912 BUSINESS ADDRESS: STREET 1: 1801 CALIFORNIA STREET STREET 2: SUITE 390 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3036722700 MAIL ADDRESS: STREET 1: 1801 CALIFORNIA STREET STREET 2: SUITE 390 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: USW-C INC DATE OF NAME CHANGE: 19980204 8-K 1 FORM 8-K WITH PRESS RELEASE =============================================================================== UNITED STATES 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): July 1, 1999 U S WEST, Inc. (Formerly "USW-C, Inc.") (Exact name of registrant as specified in its charter)
A Delaware Corporation Commission File IRS Employer Identification (State of Incorporation) Number 1-14087 No. 84-0953188
1801 California Street, Denver, Colorado 80202 (Address of principal executive offices, including Zip Code) Telephone Number (303) 672-2700 (Registrant's telephone number, including area code) (The Exhibits Index is located on page 2 of this report.) =============================================================================== Item 5. Other Events On July 1, 1999, U S WEST announced that its Board of Directors had determined to authorize the Company's management and advisors to discuss with Qwest Communications International, Inc. issues relating to its June 23 revised merger proposal. Global Crossing Ltd. has consented to U S WEST conducting such discussions with Qwest. The press release is filed as an exhibit to this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits (c) Exhibits Index Exhibit 99 - Press Release issued by the Company on July 1, 1999 entitled "U S WEST Board Reviews Revised Qwest Bid; Decides to Enter into Talks with Qwest with the Consent of Global Crossing" SIGNATURE 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. U S WEST, Inc. (Formerly "USW-C, Inc.") By: /s/ THOMAS O. McGIMPSEY ------------------------------------------- Thomas O. McGimpsey Assistant Secretary Dated: July 7, 1999 EX-99 2 PRESS RELEASE DATED JULY 1, 1999 EXHIBIT 99 [U S WEST LOGO] Investor Relations NEWS FLASH July 1, 1999 U S WEST Board Reviews Revised Qwest Bid; Decides to Enter into Talks with Qwest with the Consent of Global Crossing DENVER -- U S WEST (NYSE: USW) today announced that its Board of Directors has authorized the Company's management and advisors to discuss with Qwest Communications International, Inc. issues relating to its June 23 revised merger proposal. Global Crossing has consented to U S WEST conducting such discussions with Qwest. U S WEST's merger-of-equals agreement with Global Crossing remains intact and U S WEST's Board will continue to monitor events related to its Global Crossing merger agreement. Sol Trujillo, Chairman, President and CEO of U S WEST, stated that "the Board remains committed to acting in the best interests of U S WEST shareholders and to its vision of building a next generation global data-centric company." U S WEST (NYSE: USW) provides a full range of telecommunications services - including wireline, wireless PCS, data networking, directory and information services - to more than 25 million customers nationally and in 14 western and midwestern states. More information about U S WEST can be found on the Internet at http://www.uswest.com. Safe Harbor Statement: This document contains statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. For these statements, we claim the safe harbor for "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Factors that could cause actual results to differ from expectations include: (i) greater than anticipated competition from new entrants into the local exchange, intraLATA toll, wireless, data and directories markets, causing loss of customers and increased price competition; (ii) changes in demand for U S WEST's products and services, including optional custom calling features; (iii) higher than anticipated employee levels, capital expenditures and operating expenses (such as costs associated with interconnection and year 2000 remediation); (iv) the loss of significant customers; (v) pending and future state and federal regulatory changes affecting the telecommunications industry, including changes that could have an impact on the competitive environment in the local exchange market; (vi) a change in economic conditions in the various markets served by U S WEST's operations; (vii) higher than anticipated start-up costs associated with new business opportunities; (viii) delays in U S WEST's ability to begin offering interLATA long-distance services; (ix) consumer acceptance of broadband services, including telephony, data and wireless services; and (x) delays in the development of anticipated technologies, or the failure of such technologies to perform according to expectations. These cautionary statements by U S WEST should not be construed as exhaustive or as any admission regarding the adequacy of disclosures made by U S WEST. U S WEST cannot always predict or determine after the fact what factors would cause actual results to differ materially from those indicated by the forward-looking statements or other statements. In addition, readers are urged to consider statements that include the terms "believes", "belief", "expects", "plans", "objectives", "anticipates", "intends", "targets", or the like to be uncertain and forward-looking. All cautionary statements should be read as being applicable to all forward-looking statements wherever they appear. U S WEST does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. U S WEST Investor Relations 1801 California Street, Suite 4320 Denver, CO 80202 303.896.1277 www.uswest.com Investor Relations Contacts Larry Thede 303-896-3550 Martha Daniele Paine 303-896-5706 Kent Evans 303-896-3096 -----END PRIVACY-ENHANCED MESSAGE-----