Ico Teledesic Global Ltd – ‘425’ on 8/8/00 re: Teledesic Corp

On:  Tuesday, 8/8/00, at 12:43pm ET   ·   Accession #:  891020-0-1406   ·   File #:  132-01858

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Business-Combination Transaction Communication   —   Rule 425
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 425         Rule 425 Filing                                       12     45K 

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                                           Filed by ICO-Teledesic Global Limited
                                                  Pursuant to Rule 425 under the
                                                      Securities Act of 1933, as
                                              amended, and deemed filed pursuant
                                                to Rule 14a-12 of the Securities
                                                Exchange Act of 1934, as amended

                                          Subject company: Teledesic Corporation
                                              Commission File No: 132-

ON MAY 12, 2000, ICO-TELEDESIC GLOBAL LIMITED AND NEW ICO GLOBAL COMMUNICATIONS 
(HOLDINGS) LIMITED ISSUED THE FOLLOWING PRESS RELEASE:                          

NEW ICO EMERGES FROM BANKRUPTCY PROTECTION

LONDON and BELLEVUE, Wash.- May 17, 2000 - New ICO, formerly ICO Global         
Communications, has successfully emerged from Chapter 11 bankruptcy protection  
following completion of a $1.2 billion investment led by telecommunications     
pioneer Craig McCaw and a group of U.S. and international investors.            

"I congratulate New ICO, its employees and its partners around the world on all 
the hard work required to facilitate the company's transformation," McCaw said. 
"We appreciate having the opportunity to learn from the pioneering efforts of   
others in reconfiguring New ICO for the market." New ICO officially emerged from
bankruptcy protection today.                                                    

In related news, ICO-Teledesic Global Limited, a new holding company that       
controls the satellite assets of McCaw's private investment company Eagle River 
Investments LLC, intends within the next week to propose to New ICO a merger of 
the two companies. As a result of New ICO's just-completed reorganization plan, 
ICO-Teledesic Global is the controlling shareholder in London-based New ICO.    
This proposal is subject to approval by the New ICO board and shareholders and  
regulatory authorities.                                                         

On May 12, Teledesic's board of directors approved the merger of Bellevue,      
Washington-based Teledesic into ICO-Teledesic Global, but the merger remains    
subject to shareholder and regulatory approvals. Under the proposal, New ICO and
Teledesic would become wholly owned subsidiaries of ICO-Teledesic Global.       

New ICO's founding shareholder and distributor group will be a key asset to the 
company. "We're honored to be on the same team with New ICO's distribution      
partners," McCaw said. "This unrivaled global network of leading                
telecommunications companies includes many of the strongest distribution        
partners in all regions of the world."                                          

McCaw will serve as chairman of ICO-Teledesic Global in addition to his role as 
chairman of New ICO and founder and chairman of Teledesic LLC. Having           
successfully completed his goal of guiding ICO through the bankruptcy process,  
Richard Greco is resigning as chief executive officer of ICO to develop his own 
telecommunications venture. Russell Daggatt becomes acting CEO of New ICO and   
ICO-Teledesic Global.                                                           

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"I am gratified that the efforts of the ICO team, aided by the support and      
vision of Craig McCaw, have culminated in the rebirth of New ICO," Greco said.  
"With the bankruptcy process behind us, I am happy to leave the company in the  
hands of a capable team and global partners." Daggatt said, "Richard has        
provided valuable leadership as our teams have worked together to bring about   
the resurgence of New ICO."                                                     

WIRELESS INTERNET FOCUS                                                         

Building on the mobile voice capabilities of its existing system design, New ICO
will also offer a family of services that are the satellite equivalent of       
third-generation (3G) wireless services, including wireless Internet and other  
packet-data services.                                                           

Since McCaw announced plans to invest in ICO on November 1, 1999, Teledesic     
representatives have worked closely with ICO and its industrial partners Hughes 
Space and Communications, Hughes Network Systems, NEC and Ericsson to upgrade   
the New ICO ground network. The improvements will enable New ICO to provide     
high-speed Internet services through its constellation of 10 medium-Earth-orbit 
satellites plus two on-orbit spares.                                            

"The enhancements to the New ICO network have been made in its ground           
infrastructure, which will make it possible to upgrade and evolve the network   
over time and even to switch among different technologies in real-time," Daggatt
said. "The New ICO and Teledesic teams are already working together laying the  
groundwork for delivering quality global voice and satellite 3G wireless        
services."                                                                      

Indian entrepreneur Subhash Chandra is among the investors in ICO-Teledesic     
Global.                                                                         

BACKGROUND                                                                      

New ICO is the successor to ICO Global Communications (Holdings) Limited,       
established in January 1995 to provide global mobile personal communications    
services by satellite. ICO Global Communications was listed on NASDAQ in July   
1998. The stock was suspended from trading when the company filed for Chapter 11
protection on August 27, 1999. The business was renamed New ICO following its   
emergence from Chapter 11 protection on May 17. New ICO (pronounced "EYE-co") is
based in London with offices in Washington, D.C.; Miami; Singapore; Beijing;    
Mumbai, India; Dubai; Moscow; Istanbul, Turkey; and Pretoria, South Africa.     

Telecommunications pioneer Craig McCaw and Microsoft founder Bill Gates are     
Teledesic's two primary founding investors. Strategic investors also include    
Motorola, Saudi Prince Alwaleed Bin Talal, The Boeing Company and The Abu Dhabi 
Investment Company. Teledesic is the first licensed satellite communications    
network that will enable affordable, worldwide access to advanced               
telecommunications services such as computer networking, broadband Internet     
access and interactive multimedia. Teledesic will deliver broadband data and    
value-added services over a global network optimized for the Internet Protocol. 
Teledesic (pronounced "tel-eh-DEH-sic") is based in Bellevue, a suburb of       
Seattle, Washington, with offices in Brussels, Belgium; London, United Kingdom; 
Madrid, Spain; Munich, Germany; Ottawa, Canada; and Washington, D.C.            

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DISCLOSURE                                                                      

On May 3, the Amended Plans of Reorganization of ICO Global Communications      
(Holdings) Limited ("Old ICO"), a Bermuda corporation, and certain of its       
affiliates were collectively confirmed by the U.S. Bankruptcy Court for the     
District of Delaware and on May 17, the plans became effective. Based on the    
plans, the holders of the existing common shares of Old ICO will receive shares 
of common stock comprising approximately 1 percent of the common equity         
capitalization of New ICO Global Communications (Holdings) Limited, the         
reorganized company, and warrants to purchase such common stock. In addition,   
the plans provide for Old ICO to be liquidated under Bermuda law, and the common
shares of Old ICO will eventually be canceled. While shares of Old ICO may      
remain outstanding until the liquidation is complete, the existing common shares
of Old ICO no longer have any value other than the value of the shares and      
warrants being received under the reorganization plans.                         

ON JULY 11, 2000, ICO-TELEDESIC GLOBAL LIMITED AND NEW ICO GLOBAL COMMUNICATIONS
(HOLDINGS) LIMITED ISSUED THE FOLLOWING PRESS RELEASE:                          

 ICO-Teledesic Global Limited Announces Investments Totaling More Than
 $1 Billion - Leading Investors Included Eagle River, Clayton,
 Dubilier & Rice, Bill Gates

LONDON and BELLEVUE, Washington - July 11, 2000 - ICO-Teledesic Global Limited, 
a holding company that controls the satellite assets of telecommunications      
pioneer Craig McCaw, today announced investment agreements totaling more than $1
billion from a number of top international investors, including Eagle River,    
Clayton, Dubilier & Rice, Inc. (CD&R) and Bill Gates.                           

CD&R, a leading private equity investor, announced that a fund it manages would 
invest up to $350 million in the satellite communications venture. CD&R has     
committed to invest $150 million in ICO-Teledesic Global and has the option to  
invest up to an additional $200 million in the company at a later date.         

Gates, chairman and chief software architect of Microsoft Corporation, has      
committed to invest $100 million in ICO-Teledesic Global through his private    
investment vehicle, Cascade Investment LLC. Gates joined McCaw in 1994 as one of
Teledesic's two primary founding investors.                                     

ICO-Teledesic Global also has received $500 million from Eagle River Investments
LLC, McCaw's private investment company. This $500 million was part of the      
previously announced $1.2 billion McCaw-led successful financial restructuring  
of London-based New ICO. ICO-Teledesic Global used those funds to help secure a 
controlling interest in New ICO, formerly ICO Global Communications, which      
emerged from Chapter 11 on May 17.                                              

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ICO-Teledesic Global plans to be a global provider of wireless                  
Internet-in-the-Sky satellite communications services, including Internet       
Protocol-based mobile and fixed broadband services. Building on its core        
capabilities of high-quality, mobile voice services, New ICO will also offer the
satellite equivalent of third-generation (3G) wireless services, including      
wireless Internet and other packet-data services. New ICO will begin offering   
its services worldwide in 2003. Teledesic will deliver affordable broadband data
and value-added services over a global network optimized for the Internet       
Protocol. Its target service date is late 2004.                                 

"We look for opportunities to apply our operating skills to build strong        
businesses and our investment in ICO-Teledesic Global fits that strategy. We    
believe its focus on high-speed wireless data and emerging new applications     
positions the company for success," said Donald J. Gogel, chief executive of    
CD&R. "We are pleased to be partners with Craig McCaw, Bill Gates and the other 
international investors and plan to add the operating expertise of our          
partnership to this extraordinarily capable team." CD&R operating partner George
W. Tamke will serve on the ICO-Teledesic Global board. Tamke is the former vice 
chairman and co-CEO of Emerson Electric Co.                                     

McCaw said, "We're honored and humbled to have such sophisticated international 
investors as part of our team. We're further honored that Bill Gates continues  
to be an outstanding partner and supporter. We greatly appreciate his           
participation." McCaw is chairman of ICO-Teledesic Global in addition to his    
role as chairman of New ICO and founder and chairman of Teledesic LLC.          

Other leading investors in ICO-Teledesic Global have invested $65 million,      
including Indian media entrepreneur Subhash Chandra, and Burtington Resources   
Inc., a private investment vehicle of Swiss investors Jack and Philippe Setton. 

ICO-Teledesic Global has proposed a merger of New ICO and Teledesic with        
ICO-Teledesic Global. The merger of New ICO into ICO-Teledesic Global is subject
to approval by the New ICO board and shareholders as well as regulatory         
authorities. Teledesic's board of directors has already approved the merger of  
Bellevue, Washington-based Teledesic into ICO-Teledesic Global. This merger also
remains subject to shareholder and regulatory approvals. Once the mergers are   
completed, New ICO and Teledesic will be wholly owned subsidiaries of           
ICO-Teledesic Global.                                                           

BACKGROUND                                                                      

Clayton, Dubilier & Rice, Inc. is a private investment firm that manages a pool 
of equity capital of more than $3.5 billion on behalf of public and private     
pension funds, college endowments, private foundations, banks and insurance     
companies. Since its founding in 1978, CD&R has led investments in 33           
businesses, including Lexmark International Inc., Fairchild Dornier and Kinko's 
Inc., with aggregate annual sales of over $21 billion. Last week, a CD&R and    
Cisco Systems Inc.-led investor group announced that they would buy 80 percent  
of Italtel, a telecommunications equipment maker in Italy, from Telecom Italia  
in a transaction valued at approximately $1 billion. CD&R has offices in New    
York, Menlo Park and London. To learn more about CD&R, visit www.cdr-inc.com.   

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New ICO acquired the assets of ICO Global Communications (Holdings) Limited,    
established in January 1995 to provide global mobile personal communications    
services by satellite. ICO Global Communications was listed on NASDAQ in July   
1998. The stock was suspended from trading when the company filed for Chapter 11
protection on August 27, 1999. The business was renamed New ICO following its   
emergence from Chapter 11 protection on May 17. New ICO will offer the satellite
equivalent of third-generation (3G) wireless services, including mobile voice,  
wireless Internet and other packet-data services. New ICO (pronounced "EYE-co") 
is based in London with offices in Washington, D.C.; Miami; Singapore; Beijing; 
Mumbai, India; Dubai; Moscow; Istanbul, Turkey; and Pretoria, South Africa      

Telecommunications pioneer Craig McCaw and Microsoft founder Bill Gates are     
Teledesic's two primary founding investors. Strategic investors also include    
Motorola, Saudi Prince Alwaleed Bin Talal, The Boeing Company and The Abu Dhabi 
Investment Company. Teledesic is the first licensed satellite communications    
network that will enable affordable, worldwide access to advanced               
telecommunications services such as computer networking, broadband Internet     
access and interactive multimedia. Teledesic will deliver broadband data and    
value-added services over a global network optimized for the Internet Protocol. 
Teledesic (pronounced "tel-eh-DEH-sic") is based in Bellevue, a suburb of       
Seattle, Washington, with offices in Brussels, Belgium; London, United Kingdom; 
Madrid, Spain; Munich, Germany; Ottawa, Canada; and Washington, D.C.            

ON JULY 24, 2000, ICO-TELEDESIC GLOBAL LIMITED AND NEW ICO GLOBAL COMMUNICATIONS
(HOLDINGS) LIMITED ISSUED THE FOLLOWING PRESS RELEASE:                          

ICO-Teledesic Global Names Former Senior Cable & Wireless Executive as CEO
 Greg Clarke Has Extensive Data, Broadband and Wireless Experience

LONDON - July 24, 2000 - ICO-Teledesic Global Limited, a new holding company    
that controls the satellite assets of telecommunications pioneer Craig McCaw,   
today announced that telecommunications veteran Greg Clarke has joined the      
company as chief executive officer.                                             

Clarke, 42, is the former chief executive officer of Cable & Wireless           
Communications plc (CWC), which prior to a recent restructuring was the United  
Kingdom's largest cable television company and Britain's second largest         
telephone company. Clarke played a critical role in establishing CWC following  
the merger of Mercury Communications with three cable companies in 1997. Under  
his leadership, CWC launched the world's first cable modem-based broadband      
interactive digital television service. Clarke also committed CWC to being one  
of the first national telephone operators in the world to upgrade its entire    
core network to IP (Internet Protocol) technology. He also established one of   
the largest full-service Web-hosting facilities in Europe. When sold in May, CWC
had more than tripled shareholder value during the company's three years of     
operation.                                                                      

"Greg Clarke embodies everything we want in the leader of ICO-Teledesic Global,"
said McCaw, chairman of ICO-Teledesic Global. "He has extensive international   
telecommunications expertise in the data, broadband and wireless markets that   
ICO-Teledesic Global plans to serve. He has a proven track record in product    
development and sales and marketing. He's a smart, capable, dynamic and popular 
leader."                                                                        

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Clarke will lead the New ICO and Teledesic teams and have overall management    
responsibility for the development of the companies' advanced wireless services.
He will also work closely with ICO-Teledesic Global's international partners,   
which include some of the most prominent telecommunications providers in the    
world.                                                                          

"I look forward to working with Craig McCaw and the ICO-Teledesic Global team to
build a powerful range of global wireless voice and data services," Clarke said.
"This is a tremendous opportunity to build value for our shareholders and future
customers."                                                                     

Clarke's appointment comes on the heels of an announcement July 11 that         
ICO-Teledesic Global had secured investment agreements totaling more than $1    
billion (Pound Sterling 670 million) from a number of top international         
investors. Investors include Eagle River Investments LLC, McCaw's private       
investment company; a fund managed by Clayton, Dubilier & Rice Inc., a leading  
private equity investor; and Bill Gates, chairman and chief software architect  
of Microsoft Corporation.                                                       

George Tamke, an operating partner from Clayton, Dubilier & Rice who serves on  
the ICO-Teledesic Global board, said, "We are pleased to have identified an     
executive with the stature and international telecommunications experience to   
execute a complex global business strategy. We look forward to working with Greg
and the rest of the leadership team to implement this plan and successfully grow
this business."                                                                 

Prior to serving as CEO of Cable & Wireless Communications, Clarke was the      
company's chief operating officer from May 1997 to January 1999. Previously, he 
was the managing director of mobile communications for Cable and Wireless.      
Before joining Cable and Wireless, Clarke was vice president of cellular at     
Nortel Matra Communications France. He also held numerous management positions  
at Dowty-Case Communications and Plessey Group plc.                             

Clarke holds a master's in business administration from City University in      
London as well as a bachelor's degree in business from Wolverhampton            
Polytechnic.                                                                    

BACKGROUND                                                                      

ABOUT ICO-TELEDESIC GLOBAL                                                      

ICO-Teledesic Global will be a global provider of wireless Internet-in-the-Sky  
satellite communications services, including Internet Protocol-based mobile and 
fixed broadband services. Building on its core capabilities of high-quality,    
mobile voice services, New ICO will also offer the satellite equivalent of      
third-generation (3G) wireless services, including wireless Internet and other  
packet-data services. New ICO will begin offering its services worldwide in     
2003. Teledesic will deliver affordable broadband data and value-added services 
over a global network optimized for the Internet Protocol. Its target service   
date is late 2004.                                                              

ICO-Teledesic Global has proposed mergers of New ICO and Teledesic with         
ICO-Teledesic Global. The merger of New ICO into ICO-Teledesic Global is subject
to approval by the New ICO board and shareholders as well as regulatory         
authorities. Teledesic's board of directors has already approved the merger of  
Bellevue, Washington-based Teledesic into ICO-Teledesic Global. This merger also
remains subject to shareholder and regulatory approvals.                        

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ABOUT NEW ICO                                                                   

New ICO, a private company, acquired the assets of ICO Global Communications    
(Holdings) Limited, which was established in January 1995 to provide global     
mobile personal communications services by satellite. The business was renamed  
New ICO following the successful $1.2 billion (Pound Sterling 804 million)      
McCaw-led financial restructuring of New ICO, which was completed in May 2000.  
New ICO (pronounced "EYE-co") is based in London with offices in Washington,    
D.C.; Miami; Singapore; Beijing, China; Mumbai, India; Dubai, United Arab       
Emirates; Moscow, Russia; Istanbul, Turkey; and Pretoria, South Africa.         

ABOUT TELEDESIC                                                                 

Telecommunications pioneer Craig McCaw and Microsoft founder Bill Gates are     
Teledesic's two primary founding investors. Strategic investors also include    
Motorola, Saudi Prince Alwaleed Bin Talal, The Boeing Company and The Abu Dhabi 
Investment Company. Teledesic is the first licensed satellite communications    
network that will enable affordable, worldwide access to advanced               
telecommunications services such as computer networking, broadband Internet     
access and interactive multimedia. Teledesic will deliver broadband data and    
value-added services over a global network optimized for the Internet Protocol. 
Teledesic (pronounced "tel-eh-DEH-sic") is based in Bellevue, a suburb of       
Seattle, Washington, with offices in Brussels, Belgium; London, United Kingdom; 
Madrid, Spain; Munich, Germany; Ottawa, Canada; and Washington, D.C.            

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THE FOLLOWING INFORMATION APPEARS ON THE TELEDESIC WEBSITE                      

(1)                                                                             
 ICO-TELEDESIC GLOBAL FAST FACTS

THE COMPANY                                                                     
ICO-Teledesic Global will be a global provider of wireless                      
Internet-in-the-Sky(R) satellite communications services, including Internet    
Protocol-based mobile and fixed broadband services.                             

TIMELINE                                                                        

FEBRUARY 9, 2000     ICO-Teledesic Global founded.                              

MAY 17, 2000         ICO-Teledesic Global becomes controlling shareholder in New
                ICO as Craig McCaw completes a successful $1.2 billion
                    (Pound Sterling804 million) financial restructuring of the
                     company; plans are announced to merge New ICO and Teledesic
into ICO-Teledesic Global.            

JULY 11, 2000        ICO-Teledesic Global announces investment agreements       
                    totaling more than $1 billion (Pound Sterling670 million).
                Investors include Eagle River Investments LLC, McCaw's
                private investment company; a fund managed by Clayton,
                  Dubilier & Rice Inc., a leading private equity investor;
                  and Bill Gates, chairman and chief software architect of
Microsoft Corporation.                

JULY 24, 2000        Wireless and data communications veteran Greg Clarke joins 
company as chief executive officer.   

PRINCIPAL SHAREHOLDERS/INDUSTRIAL PARTNERS                                      

Investors in ICO-Teledesic Global include Eagle River Investments LLC, Craig    
McCaw's private investment firm; a fund managed by leading equity investor      
Clayton, Dubilier & Rice Inc.; Microsoft Chairman Bill Gates; Indian media      
entrepreneur Subhash Chandra; and Burtington Resources Inc., a private          
investment vehicle of Swiss investors Jack and Philippe Setton.                 

SERVICES                                                                        

Building on its core capabilities of high-quality, mobile voice services, New   
ICO will also offer the satellite equivalent of third-generation (3G) wireless  
services, including wireless Internet and other packet-data services. Teledesic 
will deliver broadband data and value-added services over a global network      
optimized for the Internet Protocol.                                            

MERGER PLANS                                                                    

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ICO-Teledesic Global has proposed mergers of New ICO and Teledesic with         
ICO-Teledesic Global. The merger of London-based New ICO into ICO-Teledesic     
Global is subject to approval by the New ICO board and shareholders as well as  
regulatory authorities. Teledesic's board of directors has already approved the 
merger of Bellevue, Washington-based Teledesic into ICO-Teledesic Global. This  
merger also remains subject to shareholder and regulatory approvals. Once the   
mergers are completed, New ICO and Teledesic will be wholly owned subsidiaries  
of ICO-Teledesic Global.                                                        

NEW ICO BACKGROUND                                                              

New ICO, a private company, acquired the assets of ICO Global Communications    
(Holdings) Limited, which was established in January 1995 to provide global     
mobile personal communications services by satellite. The business was renamed  
New ICO following the successful $1.2 billion (Pound Sterling804 million)       
McCaw-led financial restructuring of New ICO, which was completed in May 2000.  
New ICO (pronounced "EYE-co") is based in London with offices in Washington,    
D.C.; Miami; Singapore; Beijing, China; Mumbai, India; Dubai, United Arab       
Emirates; Moscow, Russia; Istanbul, Turkey; and Pretoria, South Africa. New ICO 
will begin offering its services worldwide in 2003.                             

TELEDESIC BACKGROUND                                                            

Telecommunications pioneer Craig McCaw and Microsoft founder Bill Gates are     
Teledesic's primary founding investors. Strategic investors also include        
Motorola, Saudi Prince Alwaleed Bin Talal, The Boeing Company and The Abu Dhabi 
Investment Company. Teledesic is the first licensed satellite communications    
network that will enable affordable, worldwide access to advanced               
telecommunications services such as computer networking, broadband Internet     
access and interactive multimedia. Teledesic (pronounced "tel-eh-DEH-sic") is   
based in Bellevue, a suburb of Seattle, Washington, with offices in Brussels,   
Belgium; London, United Kingdom; Madrid, Spain; Munich, Germany; Ottawa, Canada;
Riyadh, Saudi Arabia; and Washington, D.C. Its target service date is late 2004.

EMPLOYEES                                                                       

About 350 worldwide, including New ICO and Teledesic employees. ICO and the     
freedom figure logo are service marks of the New ICO group of companies.        
Teledesic and Internet-in-the-Sky are registered service marks of Teledesic LLC.

(2)                                                                             

Except for one-time personal use, no part of any New York Times material may be 
reproduced by any mechanical, photographic, electronic process, or in the form  
of a phonographic recording, nor may it be stored in a retrieval system,        
transmitted or otherwise copied for public or private use without written       
permission of the New York Times Permissions Department.                        
MCCAW STEERS 2 SATELLITE COMPANIES TOWARD MERGER                                
By Barnaby Feder                                                                
New York Times                                                                  
May 18, 2000                                                                    

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Craig O. McCaw, the cellular telephone pioneer, announced the completion        
yesterday of his investment group's $1.2 billion rescue of ICO Global           
Communications, which went bankrupt last summer developing a satellite          
telecommunications network.And, as expected, he also announced he would merge   
the company, renamed New ICO, with Teledesic L.L.C., the more ambitious         
satellite network partnership he founded with William H. Gates, the Microsoft   
chairman.                                                                       

The merged venture, to be called ICO-Teledesic Global Limited, will be run      
temporarily by Russell Daggatt, who is chief executive of Teledesic, and based  
in Bellevue, Wash. But Mr. McCaw, who will be chairman, is seeking a permanent  
chief executive, according to a person briefed on his plans. Richard Greco,     
ICO's chief executive, resigned yesterday to pursue other telecommunications    
work.                                                                           

The ICO reorganization plan requires Mr. McCaw, who controls 54 percent of New  
ICO, to file plans with the Securities and Exchange Commission to allow the     
minority stockholders to trade their shares, either publicly or privately, no   
later than March 31, 2001, said Roger Nyhus, a Teledesic spokesman.             

The values of New ICO and Teledesic depend on whether Mr. McCaw's consolidation 
strategy can restore faith in the satellite communications market. That faith   
has been badly shaken by the collapse of Motorola's Iridium network, ICO's      
fund-raising problems and weak demand for the satellite phone service that      
Globalstar Communications began offering in October. "It helps that someone with
a demonstrated business sense in communications is in a position to run things,"
said Roger Rusch, an industry consultant, referring to Mr. McCaw's stellar track
record of building McCaw Cellular into an enterprise that he sold to AT&T for   
$11.5 billion in 1994. More recently, he helped turn around Nextel              
Communications, the wireless carrier based in Reston, Va.                       

"But it's no guarantee for success," added Mr. Rusch, whose company, Telastra,  
advised ICO Global bondholders during the bankruptcy reorganization. Mr. McCaw  
disclosed his effort to keep ICO afloat last November. The investment group he  
organized has domestic and foreign investors, including Subhash Chandra, an     
entrepreneur from India who initially announced a competing bid for control of  
ICO Global.As Mr. McCaw's executives examined the troubled company, they        
concluded that its technology and marketing connections could be built into a   
business that would propel them toward their vision of Teledesic as going way   
beyond voice-only worldwide communications.In a statement issued yesterday, Mr. 
McCaw characterized the enterprises signed up to market ICO's service as an     
"unrivaled global network of leading telecommunications companies" and Mr. Nyhus
said there had been discussions of possible "synergies" between ICO and         
Teledesic.                                                                      

Under the direction of McCaw executives, ICO has already begun revamping its    
ground stations to deliver limited Internet and data services over its planned  
12-satellite network, in addition to voice traffic. The work also involves minor
alterations to the satellites under construction by Hughes Space and            
Communications and a preliminary agreement for Hughes to build four spare       
satellites, according to an executive close to the negotiations.                

But Mr. McCaw denied a report in The Wall Street Journal yesterday that he would
expand                                                                          

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ICO's network to 20 satellites, giving $1 billion in new business to Hughes,    
which is being acquired by Boeing.                                              

ICO Global's first satellite exploded during its launching in March, but New ICO
said it still planned to begin its service in 2003. That would be well ahead of 
Teledesic, which wants to put nearly 300 satellites in lower orbits, allowing it
to handle Internet and data services.                                           

Copyright (C) 2000 by the New York Times Company. Reprinted by permission.      

(3) FAQS ABOUT NEW ICO AND TELEDESIC                                            

WHY DID CRAIG MCCAW INVEST IN NEW ICO?                                          
A hallmark of Craig McCaw is that he often sees opportunity where others do not.
With New ICO's global, mobile voice and data satellite communications services, 
he saw a tremendous technology, a flexible system design, a network of strong   
international partners and a capable team of people that together can deliver on
the promise of global mobile telecommunications services.                       

IS NEW ICO NOW A PRIVATE COMPANY?                                               
Yes, New ICO, which was formerly known as ICO Global Communications, became a   
private company following its emergence from Chapter 11 bankruptcy protection on
May 17.                                                                         

WHERE WILL NEW ICO'S HEADQUARTERS BE LOCATED?                                   
New ICO's headquarters will remain in London.                                   

WHAT ARE NEW ICO'S SERVICE OFFERINGS?                                           
New ICO will offer mobile voice and a family of services that are the           
satellite-equivalent of 3G wireless services, including wireless Internet and   
other packet-data services. New ICO's vision places a large emphasis on data    
applications, recognizing that demand for data services and wireless Internet   
access is exploding - and will only continue to grow in the future.             

HOW HAVE YOU CHANGED NEW ICO TO PROVIDE THESE NEW SERVICE OFFERINGS?            
Once Craig McCaw announced plans to invest in ICO on November 1, 1999, Teledesic
representatives worked closely with ICO and its industrial partners Hughes Space
and Communications, Hughes Network Systems, NEC and Ericsson to upgrade large   
portions of the New ICO ground network. The improvements will enhance the       
quality of the voice service and enable New ICO to provide high-speed Internet  
services through its constellation of 10 medium-Earth-orbit satellites and two  
on-orbit spares.                                                                

WHAT MARKETS WILL NEW ICO TARGET?                                               
A broad range of markets, including the maritime, aviation, oil and gas,        
transportation, and construction industries; governmental agencies; individual  
consumers; and small and medium-sized businesses that lack adequate broadband or
voice services.                                                                 

WHEN WILL NEW ICO LAUNCH ITS NEXT SATELLITE?                                    
The launch schedule has not been finalized. We will disclose additional details 
on launch as soon                                                               

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as they become available.                                                       

WHEN WILL NEW ICO SERVICES BE AVAILABLE?                                        
Service is expected to start in 2003.                                           

WHAT IS THE RELATIONSHIP BETWEEN NEW ICO AND TELEDESIC?                         
Craig McCaw has proposed a plan to have New ICO and Teledesic join forces to    
create a global provider of wireless Internet-in-the-Sky(R) satellite           
communications services. New ICO has received a proposal to merge New ICO into  
ICO-Teledesic Global Limited, a holding company that controls the satellite     
assets of Craig McCaw's private investment company Eagle River Investments LLC. 
As a result of New ICO's just-completed reorganization plan, ICO-Teledesic      
Global is the controlling shareholder in New ICO. The proposal is subject to    
approval by the New ICO board and shareholders and various regulatory           
authorities. Teledesic's board of directors approved the merger of Teledesic    
into ICO-Teledesic Global on May 12. Under the proposal, New ICO and Teledesic  
would become wholly owned subsidiaries of ICO-Teledesic Global.                 

WHY IS CRAIG MCCAW PROPOSING TO BRING NEW ICO AND TELEDESIC TOGETHER INTO       
ICO-TELEDESIC GLOBAL?                                                           
In proposing to bring Teledesic and New ICO together, telecommunications pioneer
Craig McCaw sees an opportunity to build a global provider of wireless          
Internet-in-the-Sky(R) satellite communications services. If New ICO's board of 
directors approves ICO-Teledesic Global's merger proposal, ICO-Teledesic Global 
will be well positioned for the future with a combination of New ICO's wireless 
Internet and quality voice services and Teledesic's broadband services.         

DOES THIS MEAN THAT NEW ICO AND TELEDESIC WOULD BE COMBINED OPERATIONALLY?      
No. ICO-Teledesic Global is a holding company. New ICO and Teledesic would be   
wholly owned subsidiaries of ICO-Teledesic Global.                              

IS AN IPO PLANNED FOR NEW ICO OR ICO-TELEDESIC GLOBAL?                          
Initially, shares of New ICO will not be publicly traded. No decision has been  
made on an IPO.                                                                 

WILL NEW ICO IMPACT THE TELEDESIC SYSTEM DESIGN?                                
Teledesic is looking to take advantage of the work being done by New ICO and is 
examining how the respective business plans of the two companies might support  
each other. Along those lines, Teledesic is in the process of evaluating its    
system to better align it with the ICO infrastructure and to improve its cost   
and schedule targets.                                                           

WILL TELEDESIC'S SERVICE DATE CHANGE AS A RESULT OF CRAIG MCCAW'S INVESTMENTS IN
ICO?                                                                            
Teledesic will look at its plans with a fresh eye to see if there are ways to   
take advantage of the work being done by New ICO. Currently, Teledesic's target 
service date is late 2004.                                                      

5 

Dates Referenced Herein

				Referenced-On Page
This ‘425’ Filing		Date		First		Last			Other Filings
		3/31/01		10					None on these Dates
Filed on:		8/8/00
		7/24/00		5		8
		7/11/00		3		8
		5/18/00		9
		5/17/00		1		8
		5/12/00		1
		2/9/00		8
		11/1/99		2		11
		8/27/99		2		5
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