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Filed by NorthPoint Communications Group, Inc.
Pursuant to Rule 425 under the Securities Act of 1933 and
Deemed Filed Pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: NorthPoint Communications Group, Inc.
Commission File No. 000-29828
THE FOLLOWING INFORMATION WAS PLACED ON THE WEBSITE OF NORTHPOINT COMMUNICATIONS
GROUP, INC. BEGINNING ON AUGUST 8, 2000:
NorthPoint
Liz Fetter
President and CEO
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[VERIZON AND
NORTHPOINT LOGOS]
A Groundbreaking Deal
A Transformational Combination
of Entrepreneurship, Scale and Funding
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NORTHPOINT LOGOS]
The NorthPoint DSL Vision
To be the premier, global broadband services provider
Build and grow a robust, best-of-breed broadband business
Revolutionize the role of the Internet on people's lives around the globe
Aggressively build long-term value
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[VERIZON AND
NORTHPOINT LOGOS]
NorthPoint Profile
Leading Broadband Services Provider
Founded in May 1997
Industry Leading Network
- Fastest Deployment
Winning Business Strategy
Industry leader on the path to profitability
- 4 EBITDA positive markets
- All ahead of schedule
World Class Management Team
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NorthPoint
The Industry Leader.....
First to
Nationwide backbone
End to end OSS system
International leadership
Profitability
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NORTHPOINT LOGOS]
Strategy
Build a national network
Scale the business
Maintain customer focus and execution
Ensure access to capital
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[VERIZON AND
NORTHPOINT LOGOS]
Benefits to
NorthPoint Shareholders
Double our footprint
Leading
More than quadruple our customer base = Broadband
Provider
Double our employee size
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[VERIZON LOGO]
NorthPoint Communications Group, Inc. and Bell Atlantic Corporation (d/b/a
Verizon Communications) will file a joint proxy statement/prospectus and other
documents regarding the proposed business combination transaction referenced in
the foregoing information with the Securities and Exchange Commission. Investors
and security holders are urged to read the proxy statement/prospectus, when it
becomes available, because it will contain important information. A definitive
joint proxy statement/prospectus will be sent to stockholders of NorthPoint
Communications Group, Inc. seeking their approval of the proposed transaction.
Investors and security holders may obtain a free copy of the definitive joint
proxy statement/prospectus (when it is available) and other documents filed by
NorthPoint Communications Group, Inc. and Bell Atlantic Corporation (d/b/a
Verizon Communications) with the Commission at the Commission's web site at
www.sec.gov. The definitive joint proxy statement/prospectus and these other
documents may also be obtained for free by NorthPoint stockholders by directing
a request to: NorthPoint Communications Group, Inc., 303 Second Street, South
Tower, San Francisco, CA 94107, Attn: Investor Relations, (415) 403-4003, email:
[email protected].
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this release which are not historical facts
may be deemed to contain forward-looking statements. Such statements are
indicated by words or phrases such as "anticipate," "estimate," "projects,"
"believes," "intends," "expects" and similar words and phrases. Actual results
may differ materially from those expressed or implied in any forward-looking
statement as a result of certain risks and uncertainties. Some of these risks
and uncertainties include, without limitation: NorthPoint's dependence on
strategic third parties to market and resell its services, intense competition
for NorthPoint's service offerings, dependence on growth in demand for DSL-based
services, ability to raise additional capital, the inability to obtain, or meet
conditions imposed for, governmental approvals for the proposed merger with
Verizon Communications' DSL business, the failure of NorthPoint's stockholders
to approve the merger, costs related to the merger, the risk that NorthPoint's
and Verizon's DSL businesses will not be integrated successfully, the failure of
NorthPoint to realize anticipated benefits of the merger and other economic,
business, competitive and/or regulatory risks and uncertainties detailed in the
company's Securities and Exchange Commission filings. Prospective investors are
cautioned not to place undue reliance on such forward-looking statements. The
Company disclaims any obligation to update any of the forward-looking statements
contained herein to reflect future events or developments.
