AboveNet Announces Expiration of "Go-Shop" Period
(Thomson Reuters ONE) -
White Plains, N.Y., April 18, 2012 - AboveNet, Inc. (NYSE: ABVT) ("AboveNet")
today announced the expiration of the 30-day "go-shop" period pursuant to the
terms of the previously announced Agreement and Plan of Merger dated as of March
18, 2012, by and among AboveNet, Zayo Group, LLC and Voila Sub, Inc., a wholly
owned subsidiary of Zayo Group, LLC (the "Merger Agreement").
Under the Merger Agreement, AboveNet was permitted to initiate, solicit and
encourage alternative acquisition proposals from third parties until 11:59 p.m.
(New York City time) on April 17, 2012. After a broad solicitation of financial
and strategic parties during such "go-shop" period, AboveNet did not receive any
alternative acquisition proposals.
AboveNet expects the transaction to close in mid-2012, subject to satisfaction
of the closing conditions described in the Merger Agreement, including receipt
of stockholder approval and required regulatory approvals.
About AboveNet
AboveNet, Inc. is a leading provider of high bandwidth connectivity solutions
for businesses and carriers. Its private optical network delivers key network
and IP services in and among top U.S. and European markets. AboveNet's network
is widely used in demanding markets such as financial and legal services, media,
health care, retail and government.
Forward Looking Statements
Statements made in this press release that are not historical in nature
constitute forward-looking statements within the meaning of the Safe Harbor
Provisions of the Private Securities Litigation Reform Act of 1995. AboveNet
cannot assure you that the future results expressed or implied by the forward-
looking statements will be achieved. Such statements are based on the current
expectations and beliefs of the management of AboveNet and are subject to a
number of risks and uncertainties that could cause actual results to differ
materially from the future results expressed or implied by such forward-looking
statements. These risks and uncertainties include, but are not limited to, the
occurrence of any event, change or other circumstances that could give rise to
the termination of the Merger Agreement; the inability to obtain AboveNet's
stockholder approval or the failure to satisfy other conditions to completion of
the merger, including receipt of regulatory approvals, industry competition,
pricing and macro-economic conditions and AboveNet's financial and operating
prospects. AboveNet's business could be materially adversely affected and the
trading price of AboveNet's common stock could decline if these risks and
uncertainties develop into actual events. AboveNet cautions you not to place
undue reliance on these forward-looking statements, which speak only as of their
respective dates. AboveNet undertakes no obligation to publicly update or
revise forward-looking statements to reflect events or circumstances after the
date of this press release or to reflect the occurrence of unanticipated
events. A more detailed discussion of factors that may affect AboveNet's
business and future financial results is included in AboveNet's filings with the
Securities and Exchange Commission (the "SEC"), including, but not limited to,
those described in "Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in AboveNet's Annual Report on
Form 10-K for the year ended December 31, 2011.
Important Information
In connection with the proposed merger, AboveNet has filed a preliminary proxy
statement with the SEC. The definitive proxy statement, when available, will
contain information about AboveNet, the proposed merger and related matters.
STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT CAREFULLY WHEN IT IS
AVAILABLE, AS IT WILL CONTAIN IMPORTANT INFORMATION THAT STOCKHOLDERS SHOULD
CONSIDER BEFORE MAKING A DECISION ABOUT THE MERGER. In addition to receiving
the proxy statement from AboveNet by mail, stockholders will be able to obtain
the proxy statement, as well as other filings containing information about
AboveNet, without charge, from the SEC's website at www.sec.gov or, without
charge, from AboveNet's website at www.above.net or by directing a request to
AboveNet, Inc., 360 Hamilton Avenue, White Plains, New York 10601.
AboveNet and its directors and executive officers and other persons may be
deemed to be participants in the solicitation of proxies in respect of the
proposed merger. Information regarding AboveNet's directors and executive
officers is available in AboveNet's 2011 Annual Report on Form 10-K, which was
filed with the SEC on February 29, 2012. Other information regarding the
participants in the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, will be contained in the
proxy statement and other relevant materials to be filed with the SEC when they
become available.
Company Contact:
AboveNet, Inc.
Jeffrey Garte
Vice President, Finance
914-421-6700
jgarte(at)above.net
Investor Contact:
Lippert/Heilshorn & Associates, Inc
Jody Burfening
212-838-3777
jburfening(at)lhai.com
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: AboveNet Inc via Thomson Reuters ONE
[HUG#1603473]
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Datum: 18.04.2012 - 07:33 Uhr
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