American Fiber Systems and USCarrier Telecom announce consolidation

Sept. 14, 2006

SEPTEMBER 14, 2006 -- American Fiber Systems (AFS) has acquired equity interest in USCarrier Telecom Holdings, LLC, a provider of telecommunication services in the southeastern U.S., making AFS the single largest shareholder in the company with the ability to gain majority ownership within a few years.

SEPTEMBER 14, 2006 -- American Fiber Systems (AFS; search for American Fiber Systems) has acquired equity interest in USCarrier Telecom Holdings, LLC, a provider of telecommunication services in the southeastern U.S., making AFS the single largest shareholder in the company with the ability to gain majority ownership within a few years.

In addition, AFS will manage the day-to-day operations of USC with strategic, operational and financial oversight. AFS will initially have two seats on the USC board of directors with the opportunity to make further appointments in the future. AFS senior managers Dave Rusin, president and CEO, and Dave Danchak, vice president of business development, will hold the initial seats on the USCarrier board.

Danchak will assume the role as president and Gita Ramachandran of AFS will hold the title of CFO. USCarrier will maintain its corporate identity, management team, and personnel and will continue to operate from its Atlanta headquarters.

"The AFS/USCarrier transaction will greatly benefit our customers. We have compatible corporate cultures, similar customers, and highly reliable engineering and customer service. AFS provides metro solutions to both enterprise and carrier customers in the Atlanta market and USC provides regional long-haul solutions to carrier customers across the Southeast. This is a strategic combination that will further benefit the growing needs of our customers and we will be a powerful competitor and leader in the telecommunications industry," said Rusin.

"This transaction positions the combined companies as leading providers of metro and long-haul telecommunication services," said Teddy Solomon, chairman of the board of USCarrier. "Working together enables us to provide a comprehensive solution to meet the growing demands of our customers and allows us to pursue significant new revenue opportunities."

The USC/AFS transaction allows the combined entities to strengthen their objectives through the combination of over 3,000 fiber route miles, lit services, and outside plant resources to develop a strong market presence throughout Georgia, Alabama, Florida, and Tennessee.

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