<PAGE>
Exhibit (a)(5)(W)
FOR IMMEDIATE RELEASE
VERIO INC. ANNOUNCES SUCCESSFUL CONSENT SOLICITATIONS AND
EXTENSION OF OFFERS
ENGLEWOOD, Colorado (July 31, 2000) -- Verio Inc. (NASDAQ: VRIO) today announced
that as of 5:00 p.m., New York City time, on Friday, July 28, 2000, it had
received tenders and the requisite consents from the holders of more than a
majority of the outstanding principal amount of each series of its 13 1/2%
Senior Notes due 2004, 10 3/8% Senior Notes due 2005, 11 1/4% Senior Notes due
2008, and 10 5/8% Senior Notes due 2009 (collectively, the "Notes").
Verio has been advised by U.S. Bank Trust National Association, the Depositary
for the tender offers for the Notes that, as of 5:00 p.m., New York City time,
on July 28, 2000, holders of outstanding principal amount of 99.98% of its
13 1/2% Senior Notes due 2004, 99.94% of its 10 3/8% Senior Notes due 2005,
99.81% of its 11 1/4% Senior Notes due 2008, and 100% of its 10 5/8% Senior
Notes due 2009 have been validly tendered and not withdrawn.
Accordingly, upon the terms and subject to the conditions set forth in the Offer
to Purchase and Consent Solicitation Statement dated July 17, 2000, Verio and
the trustee under each of the indentures governing the Notes have executed
supplemental indentures with respect to each series of Notes that eliminate
certain covenants and amend certain provisions of the indentures governing each
series of Notes. Amendments implemented by a supplemental indenture will not
become operative until Verio accepts the validly tendered Notes with respect to
such indenture following the expiration of the applicable offer to purchase the
Notes.
In addition, as a result of NTT Communications Corporation's announcement on
Friday, July 28, 2000, that it extended the expiration date of its tender offer
(the "Equity Tender Offer") for all of the outstanding shares of common stock,
all outstanding shares of Series A 6.75% Convertible Preferred Stock, and
certain warrants to purchase shares of common stock of Verio until midnight, New
York City time, on Monday, August 14, 2000, Verio announced that the tender
offers for the Notes have been extended to expire at 11:59 p.m., New York City
time, Monday, August 14, 2000, unless the expiration for the offers is extended.
The tender offers for the Notes were originally scheduled to expire at 11:59
p.m., New York City time, Friday, August 11, 2000. The consideration to be paid
for Notes tendered in each tender offer will be calculated at 2:00 p.m., New
York City time, on the second business day prior to the expiration of that
offer.
Merrill Lynch & Co. is the exclusive dealer manager and solicitation agent for
the tender offers and the consent solicitations. Questions regarding the terms
of the tender offers and consent solicitations may be directed to Merrill Lynch
& Co. at (888) 654-8637 (toll-free) or (212) 449-4914 (collect), attention:
Liability Management Group. Copies of the offering documents may be obtained by
calling Morrow & Co., Inc. at (212) 754-8000.
The tender offers and consent solicitations are being made in connection with
the acquisition of Verio by an indirect wholly-owned subsidiary of NTT
Communications Corporation. NTT Communications Corporation is a subsidiary of
Nippon Telegraph and Telephone Corporation. The acquisition involves two steps,
the first of which is the Equity Tender Offer. The second
<PAGE>
step of the acquisition is a merger of an indirect wholly-owned subsidiary of
NTT Communications Corporation with and into Verio, with Verio as the surviving
corporation, such that Verio becomes an indirect, wholly-owned subsidiary of NTT
Communications Corporation.
Verio's acceptance of and payment for tendered Notes and consents with respect
to any series of Notes is subject to certain conditions, including: (i) valid
tender of a majority in outstanding principal amount of such series of Notes;
(ii) execution of a supplemental indenture for such series of Notes; (iii)
consummation of the Equity Tender Offer; (iv) funding provided by NTT
Communications to purchase the tendered Notes and make the consent payments; and
(v) satisfaction of certain general conditions.
Verio has obtained a loan commitment from NTT Communications to provide debt
financing of up to $1.3 billion to fund the payments pursuant to the tender
offers and consent solicitations. The funding of this financing is subject to
certain conditions, including the consummation of the Equity Tender Offer.
Verio Inc. is the world's largest operator of Web sites for businesses and a
leading provider of comprehensive Internet services, with an emphasis on serving
the small and mid-sized business market. Verio offers customers a broad range
of Internet solutions, including high-speed access, Web hosting, e-commerce,
virtual private networks and other enhanced services. Verio supports its
operations with highly reliable and scalable national infrastructure and systems
including a Tier One national network. Verio delivers locally based sales and
engineering support in markets across the U.S. under the Verio brand name and
provides Web-hosting services to customers in more than 170 countries.
For more information on Verio, visit the company's Web site at www.verio.com or
call 1-888-GET-VERIO. Corporate headquarters are located at 8005 S. Chester
St., Suite 200, Englewood, Colorado 80112, (303) 645-1900.
Except for the historical information contained herein, certain matters set
forth in this press release concerning Verio are forward-looking statements
within the meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are subject to
risks and uncertainties, including but not limited to fluctuations in operating
results, additional capital requirements, competition, integration of
acquisitions, and implementation of network infrastructure. Readers are also
encouraged to refer to Verio's reports from time to time filed with the
Securities and Exchange Commission, including the company's current Annual
Report on Form 10-K/A-1 filed on March 27, 2000; the company's current reports
on Form 8-K filed on July 18, 2000, July 14, 2000, June 28, 2000, June 2, 2000,
May 8, 2000, May 1, 2000, March 1, 2000 and February 28, 2000; and the company's
Schedule 14D-9 filed on May 18, 2000 and each of the amendments thereto filed on
May 24, June 13, June 15, June 20, June 30, July 14, July 20, and July 28, 2000
for a further discussion of Verio's business and risk factors that may affect
operating and financial results and other information regarding the merger and
related transactions.
