Tuesday, February 26, 2008 at 5:31PM Fairpoint Provides Update Regarding Its Verizon Acquisitions
Source: Fairpoint Press Release
FairPoint Communications (NYSE:FRP) has announced that subject to the satisfaction of certain conditions, it expects to consummate its merger (the "Merger") with Northern New England Spinco Inc. ("Spinco"), a subsidiary of Verizon (NYSE:VZ, "Verizon"), on March 31, 2008. Spinco will hold specified assets and liabilities that are used in Verizon’s local exchange business and related activities in Maine, New Hampshire and Vermont.
Verizon today announced that its board of directors has established a record date of March 7, 2008 for the proposed spin-off of shares of Spinco common stock to Verizon stockholders, which Verizon expects, subject to the satisfaction of certain conditions, to occur on March 31, 2008. The spin-off is anticipated to be followed immediately by the consummation of the Merger.
FairPoint has been advised by the New York Stock Exchange that beginning on or about March 5, 2008 and continuing through the anticipated closing date of the Merger, there will be two markets in FairPoint common stock on the NYSE: a "regular way" market (trading under the symbol "FRP") and a "when issued" market (trading under the symbol "FRP wi"). If a Verizon stockholder sells shares of FairPoint common stock in the when issued market during this time, the stockholder will be selling his or her right to receive shares of Spinco common stock that will be converted into FairPoint common stock in the Merger. Trades in the FairPoint when issued market will settle after the closing date of the Merger. If the Merger is not completed, these trades will be cancelled.
Contingent on the closing of the Merger, FairPoint expects to pay a dividend on its common stock to stockholders of record on the business day immediately preceding the closing date of the Merger. Verizon stockholders who receive shares of FairPoint common stock in the Merger and purchasers of FairPoint common stock in the FairPoint when issued market will not be entitled to receive this dividend.





