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Published on 6/18/2009 in the Prospect News Special Situations Daily.

FiberNet to discuss offer with RCN; deal with Zayo still on the table

By Lisa Kerner

Charlotte, N.C., June 18 - RCN Corp. proposed acquiring FiberNet Telecom Group, Inc. for $12.50 per share in cash on Tuesday, according to a form 8-K filed with the Securities and Exchange Commission.

The non-binding proposal is subject to the completion of due diligence by RCN, the filing said.

FiberNet said its board of directors determined that RCN's proposal qualifies RCN as an excluded party under the terms of FiberNet's pending merger agreement with Zayo Group, LLC.

While FiberNet will continue discussions with RCN regarding its proposal, the company's board reaffirmed its recommendation in favor of the pending merger with Zayo, the filing said.

As previously reported on May 29, FiberNet agreed to be acquired by Zayo for $11.45 per share in cash.

FiberNet had until Wednesday to solicit superior proposals from third parties.

A termination fee of $25 million is included in the Zayo merger agreement, a prior SEC filing said.

RCN, located in Herndon, Va., provides bundled cable, high-speed internet and phone services over its fiber-optic local network to residential customers.

New York-based FiberNet provides interconnection services enabling the exchange of voice, video and data traffic between networks.

Zayo Group is a regional provider of bandwidth and telecom services to carrier, enterprise and government customers. The company is located in Louisville, Colo.


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