ITC^DeltaCom Merges with FDN

September 8, 2004 - (HostReview.com) - ITC^DeltaCom, Inc. (www.itcdeltacom.com) announced that it has signed definitive merger agreements with Florida Digital Network, Inc., d/b/a FDN Communications, Inc. (www.fdn.com) and NT Corporation, the parent company of Network Telephone Corp.

"We are very proud to be part of this merger with two of the Southeast's leading communications providers," said Mike Gallagher, FDN chief executive officer. "

Headquartered in Maitland, Florida, FDN Communications has been a leading growth company over the last six years, providing business class communication services in seven major markets in Florida and Georgia. The combined company will operate under the name ITC^DeltaCom, Inc.

"The combination of our three companies will broaden our facilities-based market coverage, enhance our portfolio of communications solutions, and provide for additional network and operational efficiencies -- all critical components in building stability and reinforcing our leadership position in the Southeast," said Larry Williams, ITC^DeltaCom chairman and chief executive officer.

ITC^DeltaCom, headquartered in West Point, Georgia, provides, through its operating subsidiaries, integrated telecommunications and technology services.

ITC^DeltaCom expects that the combined company will have annual revenues of approximately $800 million and will serve more than 120,000 business customers in more than 45 markets throughout the southeastern United States. FDN and NTC will bring an estimated $15 million of EBITDA (after adjustments to conform accounting policies) and $25 million of cash to the combined company, further strengthening ITC^DeltaCom's liquidity and credit position.

ITC^DeltaCom's stock-for-stock mergers with FDN and NTC will provide the combined company with greater penetration in its southeastern market, an enhanced facilities-based platform to serve its expanding customer base, and a significantly improved competitive position.

The combination will increase ITC^DeltaCom's penetration in key markets throughout the southeastern United States and extend its geographical coverage into several new markets. In addition, FDN and NTC will bring approximately 200 incremental colocations to the combined entity, significantly enhancing the facilities-based platform of the combined company.

During the pre-closing period, the transactions will have no impact on the day-to-day operations of the three companies. Each company will continue to operate separately, and its customers will experience no change in their existing service agreements.