-----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, H8DKZUJMpnmP7csx6FlsCuX4nUbVbsnSua0LQt229eTKWZl7zww9U8KRUQ7PnZWq JAxT0whVVHixnlOEVXY45w== 0000921530-00-000038.txt : 20000215 0000921530-00-000038.hdr.sgml : 20000215 ACCESSION NUMBER: 0000921530-00-000038 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 GROUP MEMBERS: DUQUESNE CAPITAL MANAGEMENT, L.L.C. GROUP MEMBERS: GEORGE SOROS GROUP MEMBERS: QIH MANAGEMENT INVESTOR, L.P. GROUP MEMBERS: QIH MANAGEMENT, INC. GROUP MEMBERS: QUANTUM INDUSTRIAL PARTNERS LDC GROUP MEMBERS: QUASAR STRATEGIC PARTNERS LDC GROUP MEMBERS: SOROS FUND MANAGEMENT LLC GROUP MEMBERS: STANLEY F. DRUCKENMILLER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GLOBALSTAR TELECOMMUNICATIONS LTD CENTRAL INDEX KEY: 0000933401 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 133795510 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-44197 FILM NUMBER: 537418 BUSINESS ADDRESS: STREET 1: CEDAR HOUSE 41 CEDAR AVENUE STREET 2: HAMILTON CITY: BERMUDA STATE: D0 BUSINESS PHONE: 4412952244 MAIL ADDRESS: STREET 1: 600 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS FUND MANAGEMENT LLC CENTRAL INDEX KEY: 0001029160 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133914976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: 2128721054 MAIL ADDRESS: STREET 1: C/O AKIN, GUMP, STRAUSS,HAUER,FELD, STREET 2: 399 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 AMD #2 TO 13G RE GLOBALSTAR TELECOMMUNICATIONS LTD SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)* GLOBALSTAR TELECOMMUNICATIONS LIMITED _____________________________________ (Name of Issuer) Common Stock, $1.00 Par Value _______________________________ (Title of Class of Securities) G3930H104 ______________ (CUSIP Number) December 31, 1999 _______________________________________ (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [X] Rule 13d-1(c) [ ] Rule 13d-1(d) *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 the disclosures provided in a prior cover page. The information required in 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 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). Continued on following page(s) Page 1 of 15 Pages SCHEDULE 13G CUSIP No. G3930H104 Page 2 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) QUANTUM INDUSTRIAL PARTNERS LDC 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization CAYMAN ISLANDS 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 0 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 0% 12 Type of Reporting Person* OO; IV /1/ See Item 2(a). Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 3 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) QIH MANAGEMENT INVESTOR, L.P. 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 0 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 0% 12 Type of Reporting Person* PN; IA /1/ See Item 2(a). Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 4 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) QIH MANAGEMENT, INC. 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 0 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 0% 12 Type of Reporting Person* CO /1/ See Item 2(a). Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 5 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) QUASAR STRATEGIC PARTNERS LDC 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization CAYMAN ISLANDS 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 0 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 0% 12 Type of Reporting Person* OO; IV /1/ See Item 2(a). Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 6 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) SOROS FUND MANAGEMENT LLC 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization DELAWARE 5 Sole Voting Power Number of 4,200,000 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 4,200,000 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 4,200,000 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 4.38% 12 Type of Reporting Person* OO; IA /1/ Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 7 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) GEORGE SOROS (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 0 Shares Beneficially 6 Shared Voting Power Owned By 4,200,000 Each Reporting 7 Sole Dispositive Power Person 0 With 8 Shared Dispositive Power 4,200,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 4,200,000 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) 4.38% 12 Type of Reporting Person* IA /1/ Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 8 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) STANLEY F. DRUCKENMILLER (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization UNITED STATES 5 Sole Voting Power Number of 914,250 Shares Beneficially 6 Shared Voting Power Owned By 4,200,000 Each Reporting 7 Sole Dispositive Power Person 914,250 With 8 Shared Dispositive Power 4,200,000 9 Aggregate Amount Beneficially Owned by Each Reporting Person 5,114,250 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [ ] 11 Percent of Class Represented By Amount in Row (9) 5.33% 12 Type of Reporting Person* IA /1/ Position of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP No. G3930H104 Page 9 of 15 Pages 1 Name of Reporting Person I.R.S. Identification No. of Above Persons (ENTITIES ONLY) DUQUESNE CAPITAL MANAGEMENT, L.L.C. 2 Check the Appropriate Box If a Member of a Group* a. [ ] b. [X] 3 SEC Use Only 4 Citizenship or Place of Organization PENNSYLVANIA 5 Sole Voting Power Number of 914,250 Shares Beneficially 6 Shared Voting Power Owned By 0 Each Reporting 7 Sole Dispositive Power Person 914,250 With 8 Shared Dispositive Power 0 9 Aggregate Amount Beneficially Owned by Each Reporting Person 914,250 /1/ 10 Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares* [X] 11 Percent of Class Represented By Amount in Row (9) .95% 12 Type of Reporting Person* OO; IA /1/ Position as of February 10, 2000. * SEE INSTRUCTIONS BEFORE FILLING OUT! Page 10 of 15 Pages Item 1(a) Name of Issuer: Globalstar Telecommunications Limited ("Issuer"). Item 1(b) Address of the Issuer's Principal Executive Offices: Cedar House, 41 Cedar Avenue, Hamilton HM12, Bermuda. Item 2(a) Name of Person Filing: This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"): (i) Soros Fund Management LLC, a Delaware limited liability company ("SFM LLC"); (ii) Mr. George Soros ("Mr. Soros"); (iii) Mr. Stanley F. Druckenmiller ("Mr. Druckenmiller"); and (iv) Duquesne Capital Management, L.L.C., a Pennsylvania limited liability company ("Duquesne LLC"). As a result of the disposition of all of the Shares (as defined herein) held for the account of Quantum Industrial Partners ("QIP"), QIP, QIH Management Investor, L.P. and QIH Management, Inc. may no longer be deemed the beneficial owners of any Shares (as defined herein). As a result of the disposition of all of the Shares (as defined herein) held for the account of Quasar Strategic Partners LDC ("Quasar Strategic"), Quasar Strategic may no longer be deemed the beneficial owner of any Shares (as defined herein). This Statement relates to Shares (as defined herein) held for the accounts of Quantum Partners LDC, a Cayman Islands exempted limited duration company ("Quantum Partners"), and the Duquesne LLC Clients (as defined herein). SFM LLC serves as principal investment manager to Quantum Partners. As such, SFM LLC has been granted investment discretion over portfolio investments, including the Shares, held for the account of Quantum Partners. Mr. Soros is the Chairman of SFM LLC. Mr. Druckenmiller is the Lead Portfolio Manager and a Member of the Management Committee of SFM LLC. Mr. Druckenmiller also owns a 75% interest in, and is the sole managing member of, Duquesne LLC, an investment advisory firm that serves as a discretionary investment advisor to a limited number of institutional clients (the "Duquesne LLC Clients"). Item 2(b) Address of Principal Business Office or, if None, Residence: The address of the principal business office of SFM LLC, Mr. Soros and Mr. Druckenmiller is 888 Seventh Avenue, 33rd Floor, New York, NY 10106. The address of the principal business office of Duquesne LLC is 2579 Washington Road, Suite 322, Pittsburgh, Pennsylvania 15241-2591. Page 11 of 15 Pages Item 2(c) Citizenship: i) SFM LLC is a Delaware limited liability company; ii) Mr. Soros is a United States citizen; iii) Mr. Druckenmiller is a United States citizen; and iv) Duquesne LLC is a Pennsylvania limited liability company. Item 2(d) Title of Class of Securities: Common Stock, $1.00 par value (the "Shares"). Item 2(e) CUSIP Number: G3930H104 Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a: This Item 3 is not applicable. Item 4. Ownership: Item 4(a) Amount Beneficially Owned: As of February 10, 2000, each of the Reporting Persons may be deemed the beneficial owner of the following number of Shares: (i) Each of SFM LLC and Mr. Soros may be deemed to be the beneficial owner of the 4,200,000 Shares held for the account of Quantum Partners. (ii) Mr. Druckenmiller may be deemed to be the beneficial owner of 5,114,250 Shares. This number consists of (A) 4,200,000 Shares held for the account of Quantum Partners and (B) 914,250 Shares held for the accounts of the Duquesne LLC Clients. (iii) Duquesne LLC may be deemed the beneficial owner of the 914,250 Shares held for the accounts of the Duquesne LLC Clients. Item 4(b) Percent of Class: (i) The number of Shares of which each of SFM LLC and Mr. Soros may be deemed to be the beneficial owner constitutes approximately 4.38% of the total number of Shares outstanding. (ii) The number of Shares of which Mr. Druckenmiller may be deemed to be the beneficial owner constitutes approximately 5.33% of the total number of Shares outstanding. Page 12 of 15 Pages (iii) The number of Shares of which Duquesne LLC may be deemed to be the beneficial owner constitutes approximately .95% of the total number of Shares outstanding. Item 4(c) Number of shares as to which such person has: SFM LLC ------- (i) Sole power to vote or to direct the vote: 4,200,000 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 4,200,000 (iv) Shared power to dispose or to direct the disposition of: 0 Mr. Soros --------- (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 4,200,000 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 4,200,000 Mr. Druckenmiller ----------------- (i) Sole power to vote or to direct the vote: 914,250 (ii) Shared power to vote or to direct the vote: 4,200,000 (iii) Sole power to dispose or to direct the disposition of: 914,250 (iv) Shared power to dispose or to direct the disposition of: 4,200,000 Duquesne LLC ------------ (i) Sole power to vote or to direct the vote: 914,250 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 914,250 (iv) Shared power to dispose or to direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class: This Item 5 is not applicable. Page 13 of 15 Pages Item 6. Ownership of More than Five Percent on Behalf of Another Person: (i) The shareholders of Quantum Partners, including Quantum Fund N.V., a Netherlands Antilles company have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares, held by Quantum Partners in accordance with their ownership interests in Quantum Partners. (ii) The Duquesne LLC Clients have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held for their account. Each of SFM LLC and Mr. Soros expressly disclaims beneficial ownership of any Shares held directly for the account of the Duquesne LLC Clients. Duquesne LLC expressly disclaims beneficial ownership of any Shares held directly for the account Quantum Partners. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: This Item 7 is not applicable. Item 8. Identification and Classification of Members of the Group: This Item 8 is not applicable. Item 9. Notice of Dissolution of Group: This Item 9 is not applicable. Item 10. Certification: By signing below each signatory certifies that, to the best of his/its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 14 of 15 Pages SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: February 10, 2000 QUANTUM INDUSTRIAL PARTNERS LDC By: /S/ MICHAEL C. NEUS --------------------------- Michael C. Neus Attorney-in-Fact Date: February 10, 2000 QIH MANAGEMENT INVESTOR, L.P. By: QIH Management, Inc., its General Partner By: /S/ MICHAEL C. NEUS ------------------- Michael C. Neus Vice President Date: February 10, 2000 QIH MANAGEMENT, INC. By: /S/ MICHAEL C. NEUS -------------------------- Michael C. Neus Vice President Date: February 10, 2000 QUASAR STRATEGIC PARTNERS LDC By: /S/ MICHAEL C. NEUS -------------------------- Michael C. Neus Attorney-in-Fact Date: February 10, 2000 SOROS FUND MANAGEMENT LLC By: /S/ MICHAEL C. NEUS -------------------------- Michael C. Neus Assistant General Counsel Page 15 of 15 Pages Date: February 10, 2000 GEORGE SOROS By: /S/ MICHAEL C. NEUS -------------------------- Michael C. Neus Attorney-in-Fact Date: February 10, 2000 STANLEY F. DRUCKENMILLER By: /S/ MICHAEL C. NEUS -------------------------- Michael C. Neus Attorney-in-Fact Date: February 10, 2000 DUQUESNE CAPITAL MANAGEMENT, L.L.C. By: /S/ GERALD KERNER -------------------------- Gerald Kerner Managing Director -----END PRIVACY-ENHANCED MESSAGE-----