EXHIBIT 99.1
[TALK.COM LOGO]
FOR IMMEDIATE RELEASE
TALK.COM COMPLETES ACQUISITION OF ACCESS ONE COMMUNICATIONS
RESTON, VA (AUGUST 9, 2000) - TALK.COM (NASDAQ NM: TALK), an integrated
communications provider offering local and long distance services utilizing its
online billing and service platform today announced that it has completed its
acquisition of Access One Communications, a high-growth, private, local
telecommunications service provider to nine states in the southeastern United
States. At separate meetings held today, the stockholders of TALK.com and Access
One overwhelmingly approved the merger.
Concerning the acquisition, Gabe Battista, TALK.com's Chairman and Chief
Executive Officer, stated, "With the completion of this merger, TALK.com has
effectively been repositioned to capitalize on the growing opportunity to build
an integrated communications provider, offering both local and long distance
services to small businesses and residential consumers. The merger capitalizes
on TALK.com's customer base, its marketing prowess, and its solid management as
well as on Access One's highly scaleable operating service systems platform and
back office operations."
HIGHLIGHTS OF THE COMBINED COMPANY INCLUDE:
o Bundled local and long distance service, significantly improving
business model;
o Strong demand among residential and small business customers;
o State-of-the-art electronic provisioning, billing and customer service
systems;
o Direct marketing expertise and valuable partnerships;
o Critical mass in local services with 80,000 pro-forma local lines;
o Over 1.4 million highly profitable TALK.com customers.
In the merger, TALK.com will issue 0.571428 new shares of its common stock in
exchange for each outstanding share of Access One common stock. The combined
company will have approximately 77 million outstanding shares. In accordance
with the merger agreement with Access One, 10% of the new shares will be placed
in escrow for a limited time. As a result of the merger, Access One will be a
wholly-owned subsidiary of TALK.com. The combined company will operate under the
name TALK.com Inc. and will continue trading on the Nasdaq National Market
System under the symbol TALK.
At the TALK.com stockholder meeting and concurrent with TALK.com's repositioning
into the local services market, Ken Baritz, former Chief Executive Officer of
Access One and now President of TALK.com, was elected a member of the Board of
Directors, increasing the size of the TALK.com Board from four members to five.
Director Arthur J. Marks was reelected for an additional term. In addition,
Edward B. Meyercord III, Chief Financial Officer of TALK.com, has assumed the
additional role of Chief Operating Officer. Aloysius T. Lawn IV and George
Vinall continue as General Counsel/Secretary and head of Business Development,
respectively.
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Rounding out the management team, Kevin Griffo, the former President of Access
One, has assumed the title of Executive Vice President, Local Services of
TALK.com.
ABOUT TALK.COM
TALK.com, is a rapidly growing integrated communications provider marketing
local and long distance services to small business and residential customers
utilizing its proprietary "real-time" online billing and customer service
platform. The Company delivers value in the form of savings and high quality
service to its customers based on the convenience and efficiencies of its
electronic systems and its nationwide network.
The Company entered the local services market through its agreement with Access
One Communications and uses its nationwide long distance network to deliver
telecommunications services. The Company's services are marketed directly and
through various partnerships which include prominent entities, such as America
Online, E*trade, Metris, First USA, DSI and Quintel. In addition, the company
gained accreditation from the Internet Corporation for Assigned Names and
Numbers (ICANN) to become a registrar of domain names on the World Wide Web.
TALK.com has also unveiled innovative internet offerings such as "MatchUp," the
first and only e-commerce rewards program that provides dollar for dollar gift
certificates for every dollar spent on state-to-state long distance minutes.
For further information, visit the Company online at: www.Talk.com.
Please Note: "Safe Harbor" statement under the Private Securities Litigation
Reform Act of 1995: Statements in this press release regarding TALK.com's
business which are not historical facts are "forward-looking statements" that
involve risks and uncertainties. For a discussion of such risks and
uncertainties, which could cause actual results to differ from those contained
in the forward-looking statements, see "Risk Factors" in the Company's
Registration Statement on Form S-4, SEC File No. 333-40980, filed July 7, 2000,
as well as the discussions contained in its Annual Report on Form 10-K for the
year-ended December 31, 1999 (and the amendment thereto) and its Quarterly
Report on Form 10-Q for the quarter ended March 31, 2000, and any subsequent SEC
filings.
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CONTACTS:
---------
Investors: Media:
TALK.com Lippert/Heilshorn & Associates, Inc.
Ruth Abeshaus Elissa Grabowski
Director, Investor and Public Relations Asst. Vice President, Media Relations
215.862.1500 212.735.9305
