Global Crossing Between Two Suitors in Takeover Bid.

No matter how the soap opera between Germany's Deutsche Telekom AG. and Qwest Communications International Inc. gets played out - and as of late last week it was anyone's guess - the future of Global Crossing Ltd. has once again come under scrutiny.

Simply put, is Global, the expansive telecommunications company that has made L.A. financier Gary Winnick a very rich man (at least on paper), up for sale?

When merger talks between Deutsche and Qwest seemed to be falling through, Global emerged as the next best option for Deutsche. But media reports indicate that negotiations between Global and Qwest have been put on the back burner - and might remain that way if Deutsche and Qwest renew their courtship.

Where that leaves Global, which has its executive offices in Beverly Hills, is pretty much where it's been all along: a hot company in a hot market that is just waiting to be gobbled up by someone with deep pockets.

"Global Crossing is definitely for sale provided the price is right," said Eric Melloul, an analyst with Argus Research Corp. in New York. "They are not in a rush to sell, though. They are a jewel in the telecommunication industry, and they are going to demand a significant premium."

Hefty price tag

Global Crossing officials declined to comment on any takeover rumors, and company sources denied that they are involved in any talks. But the Qwest-Deutsche mating dance makes an acquisition bid all the more likely - if not now, then soon.

"Everybody is always talking to everybody else in this industry, so there tends to be a lot of speculation," said Jonathan Savas, an analyst with Merrill Lynch & Co. "This case is somewhat different in so far as Deutsche Telekom has to do something if they want to remain competitive vs. AT&T Corp. and MCI WorldCom. They have to make a big acquisition in the U.S., and for the right price, Global Crossing will agree to be bought."

The company's hefty price tag is presumably what deterred Deutsche Telekom from making an offer during earlier discussions. Last week, it was rumored that Global Crossing is seeking more than $70 billion - a pretty fair premium for a company with a market cap of $43 billion, but maybe not so outrageous considering the growth potential.

"Global Crossing is going to be worth a lot more in the near future," said Tom Burnett, head of equity research with Merger Insight in New York. "They've been making some strong acquisitions just recently with, they have announced that they will offer a separate IPO for their Web hosting division GlobalCenter, and they may do the same thing with their Asian joint venture (with Microsoft and Softbank). If they sell 10 to 20 percent of these ventures and keep 80 percent of them, it would be a huge boost to their market value."

Global Crossing offers telecommunications services over a worldwide fiber-optic network it is building. Last year, it acquired Rochester, N.Y.-based telephone company Frontier Corp. (only after Frontier rejected a hostile bid from Qwest) and Racal Telecom in the U.K. Revenues have jumped from $420 million in 1998 to $1.7 billion in 1999.

'Absolutely without peer'

Its fiber-optic network, which carries a significant amount of Internet traffic, and its strategic national and international acquisitions are what would be attractive to a big name telecom outfit.

"They are absolutely without peer in terms of their global network and their global Web hosting business," said Peter Treadway, an analyst with Ryan, Beck & Co. "They would make a better fit strategically for Deutsche Telekom than Qwest, but there may have been price considerations. If Qwest indeed falls through, it would make a lot of sense for Deutsche Telekom to go back to Global Crossing."

Meanwhile, Global Crossing seems to have taken steps to groom itself for potential buyers by recently replacing Chief Executive Bob Annunziata with Leo Hindery, who has been running subsidiary GlobalCenter Inc. and who has a reputation as a deal maker.

Selling the company for a premium would provide a windfall for Winnick and his partners at Pacific Capital Group in Beverly Hills, who founded Global Crossing in 1996. They raised $750 million at that time to purchase an AT&T division that specialized in laying cable across the ocean.

Winnick and his fellow board members, who include co-founders Abbott Brown, David Lee and Barry Porter, still own huge stakes. Securities and Exchange Commission filings from December show that Winnick has 12.4 percent of the company's shares, roughly worth $5 billion. The other three owned stakes between 3 and 5 percent as of September of last year.

If the company does go for $70 billion, it would mean an $8.68 billion take for Winnick and $2.1 billion to $3.5 billion for the others.

Not that everybody is necessarily excited about a possible sale - especially to Deutsche Telekom.

"It would be a disaster for Global Crossing," said one industry insider. "You have to look not just at what the business does but also how it is run, and there is an enormous difference between the corporate cultures of the two companies. Deutsche Telekom is a stodgy, old-fashioned, bureaucratic telephone company. The Germans like to move more slowly and are very concerned about formality, and the current management at Global Crossing would not fit in at all in this culture. They probably would all end up leaving."