PENTASTAR COMMUNICATIONS INC
8-K, EX-99, 2000-10-26
TELEPHONE COMMUNICATIONS (NO RADIOTELEPHONE)
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                                                                      EXHIBIT 99

                                [PENTASTAR LOGO]

                  PENTASTAR COMMUNICATIONS, INC. ANNOUNCES THE
                ACQUISITION OF VISION COMMUNICATIONS GROUP, INC.

Denver, Colorado (October 26, 2000) - PentaStar Communications, Inc. (NASDAQ:
PNTA), the nation's largest communications services agent, announced today that
it has completed the acquisition of Vision Communications Group, Inc.
("Vision"). The Vision transaction is PentaStar's eighth acquisition this year,
bringing PentaStar's market presence to a total of 28 cities.

Vision, founded in 1990 and located in Montclair, New Jersey, is a
communications services agent focused on selling data oriented local and long
distance services in the Mid-Atlantic market. Complementing PentaStar's earlier
acquisitions of Eastern Telecom, Inc. and USTelecenters, Inc., the Vision
acquisition enhances PentaStar's market coverage in Verizon's New Jersey and New
York markets. Annualized run rate revenue for Vision is approximately $1.0
million.

Under the terms of the merger agreement, the consideration for the transaction
includes approximately $1.4 million in PentaStar common stock and cash plus the
assumption of certain operating liabilities. Up to $900,000 of the common stock
paid at closing is held in escrow and is subject to forfeiture if Vision's
earnings before interest, taxes and amortization ("EBITA") during the period
from July 1, 2000 through June 30, 2001, fails to reach specified levels. Vision
may also earn additional consideration if EBITA exceeds the highest specified
levels.

"The acquisition of Vision strategically expands PentaStar's market presence in
Verizon's New York and New Jersey markets. We look to the Vision team to be a
great addition to PentaStar's Northeast region," said Neal Tomblyn, President
and Chief Operating Officer of PentaStar.

PentaStar has strategic agency relationships with all regional bell operating
companies, and other telecommunications service providers including AT&T, Cable
& Wireless, Global Crossing, Intermedia Communications and MCI WorldCom.

ABOUT PENTASTAR COMMUNICATIONS, INC.

PentaStar designs, procures and facilitates the installation and use of
communications services solutions that best meet customers' specific
requirements and budgets. PentaStar was formed in March 1999 to become a
national communications services agent and specializes in being the single
source provider of total communication solutions for its business customers.
PentaStar's common stock is traded on the Nasdaq National Market under the
ticker symbol PNTA. For more complete information about PentaStar, contact
PentaStar Communications, Inc., 1660 Wynkoop St., Denver, Colorado 80202, (303)
825-4400, visit the company's website at www.pentastarcom.com or send an e-mail
to [email protected].


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     This press release may contain forward-looking statements. Such
     forward-looking statements are subject to certain risks and uncertainties
     that could cause actual results or outcomes to differ materially from those
     currently anticipated. The following important factors and uncertainties,
     among others, could cause our actual results to differ materially from
     those described in these forward-looking statements: our lack of combined
     operating history and our untested business model; our success in carrying
     out our acquisition strategy; our reliance on regional bell operating
     companies and other service providers for communications services; our
     ability to increase revenues from service providers other than local access
     service providers. For a detailed discussion of these and other factors
     that could affect actual results or outcomes please refer to PentaStar's
     filings with the Securities and Exchange Commission, including PentaStar's
     Form 10-KSB for the fiscal year 1999 and all other Securities and Exchange
     Commission filings submitted as of this date.

                                      # # #

CONTACT INFORMATION:
         Nancy Shipp
         PentaStar Communications, Inc.
         E-mail:  [email protected]
         Phone:   303-825-4400



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