Attached files
file | filename |
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8-K - FORM 8-K - RCN CORP /DE/ | w77623e8vk.htm |
EX-2.1 - EX-2.1 - RCN CORP /DE/ | w77623exv2w1.htm |
EX-99.5 - EX-99.5 - RCN CORP /DE/ | w77623exv99w5.htm |
EX-99.3 - EX-99.3 - RCN CORP /DE/ | w77623exv99w3.htm |
EX-99.1 - EX-99.1 - RCN CORP /DE/ | w77623exv99w1.htm |
EX-99.4 - EX-99.4 - RCN CORP /DE/ | w77623exv99w4.htm |
Exhibit 99.2
Letter to Employees from Pete Aquino
Today, we announced that RCN Corporation has entered into a definitive agreement to be
acquired by an investment fund managed by ABRY Partners.
Our management team is very excited about this transaction. ABRY Partners is a media and
telecommunications focused private equity firm, and it has held investments in other communications
firms such as WideOpenWest, Grande and Atlantic Broadband. ABRY recognizes and highly values the
strength of our brand, our position in the marketplace, and our potential for expansion.
We believe that ABRYs financial resources and expertise in the communications industry create
significant opportunities for RCN and its employees and customers.
RCN will continue to operate in its current form until the closing of the transaction, which
we expect to occur in the second half of 2010. Upon the closing of the transaction, RCNs cable
and Metro Optical Networks business units will be split, with each business unit becoming a
wholly-owned subsidiary of ABRY. The intent of the split is to allow each business unit to focus
solely on serving its respective customers and maximizing its potential. Additional information
regarding these restructuring transactions will be provided prior to the closing of the
transaction.
We anticipate that RCNs current management team will remain in place until the closing of the
transaction. Due to the anticipated restructuring of RCNs cable and Metro Optical Networks
business units, we expect certain changes in the companys organizational structure. For the
significant majority of RCN employees, there will be few changes, if any, in your day-to-day work
experience at RCN. It is important during this time of transition that we continue our core focus
on providing outstanding customer service and delivering solid operating and financial performance.
To address any other questions that you may have, we encourage you to consult the Frequently
Asked Questions that will be posted on the ROC.
Finally, I want to thank you for all your hard work and commitment to RCN. I want all of you
to know how much I value the work you do and how much you have contributed to help make RCN what it
is today. I look forward to continuing our work together as we move to an exciting new chapter.
Important Notice
In connection with the proposed transaction, RCN will file a proxy statement and other
materials with the Securities and Exchange Commission. Investors and security holders are advised
to read the proxy statement and these other materials when they become available because they will
contain important information about RCN and the proposed transaction. Investors and security
holders may obtain a free copy of the proxy statement (when available) and other documents filed by
RCN with the Securities and Exchange Commission at the SEC web site at www.sec.gov. Copies of the
proxy statement (when available) and other filings made by RCN with the SEC can also be obtained,
free of charge, by directing a request to RCN Corporation, 196 Van Buren Street, Herndon, VA 20170,
Attention: Investor Relations. The proxy statement (when available) and such other documents are
also available for free on the RCN website at www.rcn.com under About RCN/Investor Relations/SEC
Filings.
RCN and its directors and officers and other persons may be deemed to be participants in the
solicitation of proxies from its stockholders in connection with the proposed acquisition
transaction. Information concerning the interests of directors and executive officers in the
solicitation is set forth in the RCN proxy statements and Annual Reports on Form 10-K, previously
filed with the SEC, and in the proxy statement relating to the proposed transaction when it becomes
available.
RCN Forward-Looking Statements
This communication contains forward-looking statements within the meaning of Section 21E of
the Securities Exchange Act of 1934, as amended. One can identify these forward-looking statements
by the use of words such as expect, anticipate, plan, may, will, estimate or other
similar expressions. Because such statements apply to future events, they are subject to risks and
uncertainties that could cause the actual results to differ materially. Important factors, which
could cause actual results to differ materially, include (without limitation): the ability to
obtain regulatory approvals of the transactions contemplated by the acquisition agreement on the
proposed terms and schedule; the failure of RCNs stockholders to approve the transactions
contemplated by the acquisition agreement; our ability to maintain relationships with customers,
employees or suppliers following the announcement of the transaction; the ability of third parties
to fulfill their obligations relating to the proposed transactions, including providing financing
under current financial market conditions; the ability of the parties to satisfy the conditions to
closing of the transactions contemplated by the acquisition agreement; and the risk that the
transactions contemplated by the acquisition agreement may not be completed in the time frame
expected by the parties or at all. Additional information on risk factors that may affect the
business and financial results of RCN can be found in RCNs Annual Report on Form 10-K and in the
filings of RCN made from time to time with the SEC. RCN undertakes no obligation to correct or
update any forward-looking statements, whether as a result of new information, future events or
otherwise.
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