NuVox Communications and FDN Communications Announce Merger Plans
Two leading communications companies sign definitive agreement
Greenville, SC and Maitland, FL – March 21, 2007 — NuVox Communications and
FDN Communications today jointly announced that they have signed a definitive
agreement to merge the two privately held facilities-based communications providers.
Following a transition period, the combined company will operate under the name
NuVox Communications, and will provide IP-based communications solutions including
voice, data connectivity and storage, private networking, web hosting, and security
services to business customers across the Southeast and the Midwest. The combined
enterprise will initially have more than 90,000 customers, 1 million voice and data lines
in service, and annual revenues exceeding $500 million.
“Combining NuVox and FDN Communications makes excellent strategic sense
given our similar philosophies about customers—that is, a keen focus on the business
market evidenced by our suite of products and services aimed specifically at that market
and our unwavering commitment to proficient, ‘high-touch’ customer service,” stated
Jim Akerhielm, Chief Executive Officer of NuVox Communications. “The two companies
have complementary target customers, overlapping geographic markets in the fast
growing Florida and metropolitan Atlanta areas, and efficient, customer-centric
operations positioning the new company to be a leading provider of communications
solutions for business customers.”
“A larger total footprint and deeper customer penetration in key markets will
position NuVox for further growth,” added Mike Gallagher, Chief Executive Officer of
FDN Communications. “Both companies have a proven track record and have posted
very compelling financial results. Together, the new combined company will build on the
strengths and experience of each company.”
The senior management team will be comprised of individuals from both FDN
Communications and NuVox. Leading the combined company will be Akerhielm, who
will serve as CEO, and Gallagher who will serve as President of Strategic Markets. The
board of directors will consist of David Solomon as Chairman of the Board, Akerhielm
and Gallagher, Jim Wade and Gillis Cashman of MC Venture Partners, James H. (Jamie)
Greene, Jr. of Kohlberg Kravis Roberts and Co. (KKR), Scott Perper of Wachovia Capital
Partners, and Jim Fleming of Columbia Capital Partners.
“Both NuVox and FDN Communications have made tremendous investments in
technology and the build out of their networks” commented Jamie Greene of KKR.
“As a result, they are now able to fully implement Voice over Internet Protocol (VoIP)
technology, which is enabling their customers to take advantage of a richer set of
communication services and applications as well as significantly enhanced broadband
connectivity. In addition to the ability to better leverage each company’s investment in
technology and the clear benefits to customers, the combination of the NuVox and FDN
networks allows for a number of operational and financial efficiencies which will lead to
improved profitability and accelerated growth.”
“We are excited to bring together the superb teams of employees of both
companies. I believe the people of both NuVox and FDN Communications are the reason
each company has been so successful, and as a combined team, we can achieve even
more,” added Akerhielm.
The combined company’s headquarters will be in Greenville, SC with extensive
sales, customer, and technical operations in both Greenville, SC and Maitland, FL. The
transaction is expected to close in June 2007. Until closing, FDN Communications and
NuVox Communications will continue to operate separately. Customers of both
companies will not experience changes to their existing service agreements as a result
of the merger.
The transaction has been approved by the Boards of Directors of both NuVox
and FDN Communications. Financial terms of the proposed merger were not disclosed.
The combined company will refinance the existing senior credit facilities of both NuVox
and FDN Communications. Completion of the transaction is subject to approval by the
stockholders of both companies, as well as regulatory approvals and customary closing
conditions.
About NuVox Communications:
NuVox Communications provides voice, data, and security services to business
customers in Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Kansas, Kentucky,
Louisiana, Mississippi, Missouri, North Carolina, Ohio, Oklahoma, South Carolina, and
Tennessee. These services are provided through advanced Alcatel-Lucent, Nortel, Sonus,
and Cisco technology. NuVox has been honored as a certified Cisco Powered Network.
NuVox’s VoIP services are delivered via technology from Cisco, Sonus, Sylantro, IP
Unity, and Acme Packet. For more information, visit www.nuvox.com.
About FDN Communications:
Headquartered in Maitland, Florida, FDN Communications has been providing facilitiesbased,
business-class communications services in the Southeastern United States for
nearly a decade. Serving tens of thousands of satisfied customers with over a quarter
million telephone and Internet lines, FDN presents tailored solutions for today’s
communication challenges. To learn more about FDN, visit www.fdn.com.
Certain statements in this release may constitute “forward-looking statements.” When used in this release,
words like “may,” “will,” “can,” “should,” “expect,” “anticipate,” “believe,” “project,” or “intend” and other
similar expressions are intended to identify forward-looking statements. Statements regarding future events
and developments and future performance, as well as our expectations, beliefs, plans, or projections, are
forward-looking statements which reflect only our predictions, assumptions, and estimates regarding future
events and circumstances. Actual events or results may differ substantially as a result of risks and
uncertainties facing us, including those regarding the continued development of the combined company’s
business, markets for the combined company’s services and products, continued availability and sufficiency
of capital, the risk that the merger will not be completed, the ability of NuVox and FDN Communications
successfully to integrate their businesses, the combined company’s degree of financial leverage, the ability
to establish and maintain relationships with incumbent local telephone companies and to secure
transmission capacity, the impact of competitive services, pricing and alternative technologies, negative
economic factors, regulatory requirements and uncertainties, and acquisitions and other strategic
investments. The forward-looking statements are based on current expectations as of the date of these
statements. We undertake no obligation to publicly update or revise any forward-looking statements,
whether as a result of future events, new information, or otherwise.
Contacts:
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