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June 21, 2011

Neutral Tandem Announces 'Modified Dutch Auction' Results



Neutral Tandem (News - Alert), Inc has announced the final results of its "modified Dutch auction" tender offer. The tender offer expired on June 13, 2011 at 5:00 p.m., New York City time. Neutral Tandem is a top provider of global interconnection services.

For a total cost of $53,202,402.50, Neutral Tandem accepted the purchase of 3,273,994 shares of common stock. The stock was purchased at a price of $16.25 per common share. Approximately 9.5 percent of the common shares outstanding as of June 10, 2011 are represented by the shares of common stock. These have been accepted for purchase pursuant to the tender offer. Cash from its balance sheet was used by Neutral Tandem to fund the purchase of the shares in the tender offer.

The Depositary for the tender offer, Computershare Trust Company, N.A., confirmed that 3,273,994 common shares were properly tendered. Any conditional tenders that were not accepted due to the specified condition not being satisfied have been excluded. The Depositary also confirmed that the common shares were not withdrawn at a price at or below $16.25. 306,850 common shares that were tendered through notices of guaranteed delivery are also included. These shares remained outstanding as of 5:00 p.m., New York City time, on June 16, 2011. At a cost of $48,216,090, the purchase of 2,967,144 common shares was funded by Neutral Tandem on June 17, 2011.

The common shares accepted for purchase will be promptly paid for by the Depositary. The common shares not accepted for purchase will also be promptly returned as per the terms of the tender offer. Neutral Tandem expects to have approximately 31.2 million shares of common stock outstanding after completing the tender offer.

Various forms of share repurchases may be considered by Neutral Tandem in the future. These include open market purchases, tender offers and/or accelerated share repurchases or otherwise. This has been noted in the Offer to Purchase. The company will be not able to repurchase any of its common shares until after June 27, 2011 as per the applicable securities laws.

While the Dealer Manager was Deutsche Bank Securities Inc., the Information Agent for the tender offer was Georgeson Inc.


Carolyn John is a Contributor to TMCnet. To read more of her articles, please columnist page.

Edited by Rich Steeves
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