NORTHPOINT COMMUNICATIONS GROUP INC
425, 2000-09-20
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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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 IS A PRESS RELEASE DISSEMINATED BY NORTHPOINT COMMUNICATIONS
GROUP, INC. ON SEPTEMBER 20, 2000:

Contacts:  Caroline Howell             Bernie Tylor
           415.365.6056                202.295.3424
           [email protected]      [email protected]

     NORTHPOINT CEO SEES DSL ADOPTION ACCELERATING; COMPETITION WITH CABLE
                                  INTENSIFYING

   Fetter Says Increased Cable Competition, Consolidation Will Bring Greater
                Choice, Better Service in DSLcon Keynote Address

BOSTON, September 20, 2000 - In a keynote speech presented today at DSLcon, Liz
Fetter, president and CEO of NorthPoint Communications (NASDAQ: NPNT), declared
that consumers are realizing the benefits of broadband, as a direct result of
increased competition with cable and recent strategic partnerships forged in the
industry.

Citing NorthPoint's industry-changing merger agreement with Verizon as a strong
sign that broadband competition is intensifying, Fetter said that the deal
accelerates NorthPoint's ability to scale and innovate, and makes NorthPoint a
more formidable competitor against cable service providers.

"The fruits of true and robust competition -- more choice, increased value and
better customer service - are in our lifeblood," said Fetter.  "Our agreement
with Verizon enables NorthPoint, already one of the most nationwide of all DSL
service providers, to double its network and dramatically expands the
availability of fast, reliable and affordable connections to the Internet."

While high-speed Internet access via cable is currently available on a larger
scale than service using DSL, DSL adoption is growing at a faster rate over its
cable rival.  According to industry analysts, DSL adoption is expected to grow
by nearly 500 percent with 5.7 million homes using DSL by 2003.  By contrast,
over the same time period, cable service adoption is expected to grow by 175
percent from 2.8 million users at the end of this year.

The fall session of DSLcon, the prestigious DSL industry conference now in its
third year, hosted Liz Fetter as its keynote speaker just a month after
NorthPoint and Verizon announced their groundbreaking broadband agreement.  The
deal creates a new broadband leader and a "new" NorthPoint, firmly positioned to
compete aggressively with cable. On a pro forma basis, by the end of the year
the combined DSL operations of NorthPoint and Verizon are expected to include:
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o  A broadband network of more than 3,000 unique operational central offices,
   passing approximately 63 million homes and businesses in 163 U.S. MSAs
   (metropolitan statistical areas);

o  More than 600,000 DSL lines;

o  Strategic marketing and wholesale relationships with Verizon Online, UUNET,
   Genuity, RadioShack, Microsoft, Staples, Blockbuster and other industry
   leaders;

o  Approximately 3,000 employees dedicated to supporting the new NorthPoint's
   competitive, customer-focused strategy; and

o  Broadband ventures, in Europe through VersaPoint and in Canada through
   NorthPoint Canada, addressing the rapidly emerging international DSL
   opportunity.

"The new business models are already in place and the DSL industry is quickly
gaining ground on the national cable monopolies," stated Fetter today in her
address.  "In the home, where high-speed Internet connections are just starting
to find a market, we haven't even scratched the surface of possibility. It's
time to understand that there are two strong competitors - DSL and cable -- and
the consumers will be the winners with choices for rich and exciting Internet
content."

About NorthPoint

NorthPoint Communications Group, Inc., (Nasdaq: NPNT) one of the fastest-growing
DSL services providers in the U.S., is building a global network designed to
deliver affordable, dedicated high-speed Internet access, streaming content and
other value-added services to consumers and businesses around the world. The
company currently operates DSL-based local networks in 99 U.S. metropolitan
statistical areas (MSAs). NorthPoint is also expanding its services around the
globe through strategic partnerships with Versatel in Europe and Call-Net in
Canada. On August 8, 2000, NorthPoint announced an agreement with Verizon to
combine their DSL businesses. The merger will strengthen NorthPoint's ability to
quickly scale to meet the fast-growing demand for broadband services and to
deliver innovative new services and greater choice to American consumers and
businesses. On a pro forma basis, the combined operations of NorthPoint and
Verizon are expected to serve more than 600,000 DSL subscribers and to pass 63
million potential subscribers in 163 MSAs by the end of 2000. For additional
information, visit www.northpoint.net.
                   ------------------

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.

NorthPoint Communications Group, Inc. and 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

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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 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].
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