News Release


October 04, 2002
FOR IMMEDIATE RELEASE

CONTACT INFORMATION:

Investor Contacts
Douglas A. Shumate
Senior Vice President
Chief Financial Officer
706-385-8189 or
dshumate@itcdeltacom.com

Media Contact:
Moss Crosby
Vice President of Marketing
256-382-3851
mcrosby@itcdeltacom.com

FOR IMMEDIATE RELEASE

ITC^DeltaCom Announces Overwhelming Acceptance of Reorganization Plan

Creditors and Stockholders Vote to Approve Reorganization Plan

WEST POINT, Ga. (October 4, 2002) - ITC^DeltaCom, Inc., an integrated telecommunications and technology provider to businesses in the southern United States, today announced that all classes of creditors and stockholders voting have overwhelmingly approved its proposed plan of reorganization.

According to the final tally of votes received by the October 2, 2002 voting deadline, the plan was approved by approximately 99.8% of the senior notes and 100% of the convertible notes that voted in terms of principal amount voted. The plan was also approved by 100% of the shares of the Company's preferred stock that voted on the plan and approximately 98.3% of the shares of common stock that voted on the plan. The final voting report will be filed next week with the United States Bankruptcy Court for the District of Delaware.

The reorganization plan remains subject to confirmation by the bankruptcy court. A hearing on confirmation of the plan is scheduled for October 10, 2002.

As previously announced, under the terms of the proposed plan:

  • All of the Company's $415 million principal amount of senior note debt will be eliminated and the Company's senior noteholders will receive 81.5% of the reorganized Company's common stock.
  • All of the Company's $100 million principal amount of subordinated convertible note debt will be eliminated and the Company's convertible noteholders will receive 5% of the reorganized Company's common stock.
  • The existing holders of the Company's common stock, Series A preferred stock and Series B preferred stock collectively will receive a total of 1% of the reorganized Company's common stock.
  • Campbell B. Lanier, III, a director and current stockholder, SCANA Corporation, a current stockholder, and other investors have agreed to purchase $30 million of a new issue of the reorganized Company's convertible preferred stock. The preferred stock will be convertible into a total of 10.5% of the reorganized Company's common stock, and the purchasers also will receive warrants to purchase up to an additional 2% of the reorganized Company's common stock. In consideration for this financing commitment, these investors will receive shares of common stock representing 2% of the reorganized Company's common stock.
  • In a rights offering to its existing common and preferred stockholders conducted pursuant to the plan, the existing stockholders will be entitled to purchase on a pro rata basis, up to a specified amount, the convertible preferred stock and warrants that Mr. Lanier, SCANA and the other investors have agreed to purchase. The purchase commitments of these investors will be proportionately reduced by any purchases made in the rights offering.
  • Assuming repayment of certain capital lease obligations, the Company expects that its total indebtedness will be reduced from approximately $724 million at March 31, 2002 to approximately $194 million of indebtedness under its senior credit facility and capital leases. As a result, the Company also estimates that its 2002 annual interest expense on a pro forma basis will decrease from approximately $55 million to approximately $13 million. Additional information about the proposed plan of reorganization is contained in ITC^DeltaCom's filings with the Securities and Exchange Commission.
  • If the bankruptcy court approves the proposed plan, it is expected that the plan would be implemented, and that ITC^DeltaCom would exit chapter 11 proceedings later this month.

    ABOUT ITC^DeltaCom
    ITC^DeltaCom, headquartered in West Point, Georgia, provides, through its operating subsidiaries, voice and data telecommunications services on a retail basis to businesses in the southern United States and is a regional provider of broadband transport services to other telecommunications companies. ITC^DeltaCom's business communications services include local, long distance, enhanced data, Internet access, managed IP, network monitoring and management, operator services, and the sale and maintenance of customer premise equipment. ITC^DeltaCom also offers colocation, web hosting, and managed and professional services. The Company operates 35 branch offices in nine states, and its 10-state fiber optic network of approximately 9,980 miles reaches approximately 175 points of presence. ITC^DeltaCom has interconnection agreements with BellSouth, Verizon, Southwestern Bell and Sprint for resale and access to unbundled network elements and is a certified competitive local exchange carrier (CLEC) in Arkansas, Texas, and all nine BellSouth states. For additional information about ITC^DeltaCom, please visit the Company's website at www.itcdeltacom.com.

    Statements contained in this news release regarding ITC^DeltaCom's expected financial condition and operating results, cost savings, capital expenditures, revenue growth, reorganization and other planned events and expectations are forward-looking statements that involve risks and uncertainties. Actual future results or events may differ materially from these statements. Readers are referred to the documents filed by ITC^DeltaCom with the Securities and Exchange Commission, including ITC^DeltaCom's annual report on Form 10-K filed on April 1, 2002, for a discussion of important risks that could cause actual results to differ from those contained or implied in the forward-looking statements. These risks, which are discussed in ITC^DeltaCom's filings under the heading "Risk Factors," include dependence on new product development, rapid technological and market change, dependence upon rights of way and other third party agreements, debt service and other cash requirements, liquidity constraints and risks related to future growth and rapid expansion. Other important risks factors that could cause actual events or results to differ from those contained or implied in the forward-looking statements include, without limitation, customer reductions in services, delays or difficulties in deployment and implementation of colocation arrangements and facilities, appeals of or failures by third parties to comply with rulings of governmental entities, inability to meet installation schedules, general economic and business conditions, failure to maintain underlying service/vendor arrangements, competition, adverse changes in the regulatory or legislative environment, and various other factors beyond ITC^DeltaCom's control. ITC^DeltaCom expressly disclaims any obligation to update any forward-looking statements whether to reflect events or circumstances after the date hereof or otherwise.

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