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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
14% Series A-1 PIK Convertible Secured Notes Due 2007 | $ 9.18 | 05/01/2003 | P | 1,400,000 (1) (5) | 05/01/2003 | 11/01/2007 | Common Stock | 152,541 (2) | $ 1,400,000 | $ 1,400,000 | I | By subsidiary (3) (4) | |||
14% Series A-1 PIK Convertible Secured Notes Due 2007 | $ 9.18 | 11/01/2003 | P | 2,198,000 (1) (5) | 11/01/2003 | 11/01/2007 | Common Stock | 239,489 (2) | $ 2,198,000 | $ 2,198,000 | I | By subsidiary (3) (4) | |||
14% Series A-1 PIK Convertible Secured Notes Due 2007 | $ 9.18 | 05/01/2004 | P | 2,351,860 (1) (5) | 05/01/2004 | 11/01/2007 | Common Stock | 256,254 (2) | $ 2,351,860 | $ 2,351,860 | I | By subsidiary (3) (4) | |||
14% Series A-1 PIK Convertible Secured Notes Due 2007 | $ 9.18 | 11/01/2004 | P | 2,516,490 (1) (5) | 11/01/2004 | 11/01/2007 | Common Stock | 274,191 (2) | $ 2,516,490 | $ 2,516,490 | I | By subsidiary (3) (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
STT COMMUNICATIONS LTD 51 CUPPAGE ROAD #09-01 STARHUB CENTRE SINGAPORE, U0 229469 |
X | |||
I STT INVESTMENT PTE LTD 51 CUPPAGE ROAD #10-11/17 STARHUB CENTRE SINGAPORE, U0 229469 |
X | |||
SINGAPORE TECHNOLOGIES TELEMEDIA PTE LTD 51 CUPPAGE ROAD #09-01 STARHUB CENTRE SINGAPORE, U0 229469 |
X | |||
SINGAPORE TECHNOLOGIES PTE LTD 51 CUPPAGE ROAD #09-01 STARHUB CENTRE SINGAPORE, U0 229469 |
X |
/s/ Pek Siok Lan, Company Secretary, STT COMMUNICATIONS LTD | 12/30/2004 | |
**Signature of Reporting Person | Date | |
/s/ Pek Siok Lan, Director, i-STT INVESTMENTS PTE LTD | 12/30/2004 | |
**Signature of Reporting Person | Date | |
/s/ Pek Siok Lan, Senior Vice-President & General Counsel, SINGAPORE TECHNOLOGIES TELEMEDIA PTE LTD | 12/30/2004 | |
**Signature of Reporting Person | Date | |
/s/ Chia Yue Joo, Director (Legal), SINGAPORE TECHNOLOGIES PTE LTD | 12/30/2004 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These securities were omitted from the reporting persons' Forms 4 filed prior to the date hereof. These securities have been reported on prior Schedules 13D filed by the reporting persons, and as such do not affect the calculations of the reporting persons' pecuniary interests in the Issuer. |
(2) | The Issuer's 14% Series A-1 Payment-Of-Interest-In-Kind Convertible Secured Notes Due 2007 listed herein (the "PIK Notes"), together with all dividends accrued thereon between the date of issue and November 1, 2007, are convertible into Common Shares of the Issuer at an exercise price of $9.18. |
(3) | Singapore Technologies Telemedia Pte Ltd ("STT"), a wholly-owned indirect subsidiary of Temasek Holdings (Private) Limited ("Temasek"), has an indirect interest in the securities reported herein by virtue of its ownership interest in i-STT Investments Pte Ltd, which is the record holder of the securities of the Issuer reported herein. In addition, Temasek holds an indirect interest in 11,718 shares owned beneficially and of record by T.H.e. Venture Pte Ltd. Temasek disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(4) | In connection with an internal restructuring to be completed on December 31, 2004, the shares of STT presently owned by Singapore Technologies Private Limited ("STPL"), will be transferred to Temasek with effect from December 31, 2004. Accordingly, STPL will cease to be a reporting person with effect from December 31, 2004. |
(5) | This is the face amount of the debt securities expressed in U.S. dollars. |