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Archive for July 9th, 2009

FiberNet Telecom Group, Inc. Continues to Proceed with Sale to Zayo Group, LLC


Norma I. Salcido

FiberNet Telecom Group, Inc.


RCN Corporation Withdraws Proposal

FiberNet Telecom Group, Inc. Continues to Proceed with Sale to Zayo Group, LLC

NEW YORK - July 9, 2009 – FiberNet Telecom Group, Inc. (NASDAQ: FTGX) (“FiberNet”) today announced

that RCN Corporation withdrew its proposal to acquire FiberNet for $12.50 per share of FiberNet common

stock. Consequently, pursuant to the Agreement and Plan of Merger, dated as of May 28, 2009 (the “Merger

Agreement”), among FiberNet, Zayo Group, LLC (”Zayo Group”) and Zayo Merger Sub, a wholly-owned

subsidiary of Zayo Group, RCN Corporation is no longer an “Excluded Party” under the terms of the Merger

Agreement. FiberNet continues to proceed with its sale to Zayo Group for $11.45 per share in cash under

the Merger Agreement.

Pursuant to the terms of the Merger Agreement, the holder of each share of FiberNet common stock issued

and outstanding immediately prior to the effective time of the merger will be entitled to receive $11.45 per

share in cash (subject to adjustment under certain conditions). The closing of this transaction is subject to

the approval of FiberNet’s stockholders at a special meeting, FCC and state regulatory approvals, and

customary conditions. The transaction is not subject to any financing condition. The transaction is expected

to be completed during the third quarter of 2009.

About FiberNet

Celebrating its 10th anniversary, FiberNet owns and operates integrated colocation facilities and diverse

transport routes in the gateway markets of New York/New Jersey, Los Angeles, Chicago and Miami,

designed to provide comprehensive broadband interconnectivity enabling the exchange of traffic over

multiple networks. FiberNet’s customized connectivity infrastructure provides an advanced, high bandwidth,

fiber-optic solution to support the demand for network capacity and to facilitate the interconnection of multiple

carriers’ and customers’ networks. For additional information about FiberNet, visit FiberNet’s website at

About Zayo Group

Based in Louisville, Colo., Zayo Group ( is a regional provider of telecom services – including

bandwidth, voice and managed services – to carrier, enterprise, SME and government customers. Zayo

Group currently provides its service over a fiber network that spans 129 markets in 23 states. Zayo Group

consists of three complementary business units: Zayo Bandwidth, Zayo Managed Services and Onvoy Voice


Important Notice

FiberNet plans to file with the Securities and Exchange Commission and mail to its stockholders a Proxy

Statement in connection with the transaction. The Proxy Statement will contain important information about

FIBERNET TELECOM GROUP, INC., ZAYO GROUP, LLC, the transaction and related matters. Investors

and security holders are urged to read the Proxy Statement carefully when it is available.

Investors and security holders will be able to obtain free copies of the Proxy Statement (when available) and

other documents filed with the SEC by FiberNet and Zayo Group, LLC through the web site maintained by

the SEC at

In addition, investors and security holders will be able to obtain free copies of the Proxy Statement after it is

filed with the SEC from FiberNet by contacting Investor Relations by telephone at (212) 405-6200, by mail at

fibernet telecom group, inc., 220 w. 42nd st., 13th flr., new york, ny 10036 | tel: 212.405.6200 | fax: 212.421.8860 |

FiberNet Telecom Group, Inc., 220 W. 42nd Street, 13th Floor, New York, New York 10036, Attention: Investor

Relations, by emailing, or on the Investors & Press section of FiberNet’s website


Forward Looking Statements

Certain statements contained in this press release about our expectation of future events or results constitute

forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation

Reform Act of 1995. You can identify forward-looking statements by terminology such as, “may,” “should,”

“expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” or the negative of

these terms or other comparable terminology. These statements are not historical facts, but instead

represent only our beliefs regarding future events, many of which, by their nature, are inherently uncertain

and outside of our control. It is possible that our actual results and financial condition may differ, possibly

materially, from our anticipated results and financial condition indicated in these forward-looking statements.

In addition, certain factors could affect the outcome of the matters described in this press release.

These factors include, but are not limited to, (1) the occurrence of any event, change or other circumstances

that could give rise to the termination of the merger agreement, (2) the outcome of any legal proceedings that

may be instituted against us or others following the announcement of the merger agreement, (3) the inability

to complete the merger due to the failure to satisfy other conditions, (4) risks that the proposed transaction

disrupts current plans and operations, and (5) the costs, fees and expenses related to the transaction.

Additional information regarding risk factors and uncertainties affecting FiberNet is detailed from time to time

in FiberNet’s filings with the SEC, including, but not limited to, FiberNet’s most recent Annual Report on Form

10-K and Quarterly Report on Form 10-Q, available for viewing on FiberNet’s website at You

are urged to consider these factors carefully in evaluating the forward-looking statements herein and are

cautioned not to place undue reliance on such forward-looking statements, which are qualified in their

entirety by this cautionary statement. The forward-looking statements made herein speak only as of the date

of this press release and we undertake no obligation to publicly update such forward-looking statements to

reflect subsequent events or circumstances.

# # #

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