DSL.net Announces Acquisition of TalkingNets' Assets [11th April 2003]

NEW HAVEN, Conn., Apr 11, 2003 (BUSINESS WIRE) -- DSL.net, Inc. (DSLN) , a leading nationwide provider of broadband communications services to businesses, announced today that it has entered into a definitive agreement to acquire substantially all of the assets and subscribers of mid-Atlantic-based TalkingNets, a voice and data communications provider that offers softswitch-based voice and high-speed data services to businesses.

"This acquisition represents a strategic milestone for DSL.net. It will fulfill our goal of layering a voice component onto our existing product offerings; and addresses an increasing demand among our business customers for a one-stop voice and data offering," said David F. Struwas, chairman and chief executive officer of DSL.net. "We believe this deal provides us with great value. It gives us a fully functional integrated voice and data platform that we can begin incorporating into our extensive data network. We expect that this acquisition - by expanding our product portfolio -- will give us the ability to further increase our revenue and improve our margins."

Following on the heels of the recent acquisition of network assets and related subscriber lines from Network Access Solutions Corporation (NAS), Struwas said he expects that the TalkingNets transaction will "allow us to further leverage our expanded network infrastructure and footprint in the business-intensive mid-Atlantic and Northeast regions with a powerful integrated communications offering for our established customer base."

TalkingNets offers its customers a dedicated T-1 broadband line with unlimited local calling, caller ID, voice mail and long-distance services. TalkingNets currently has business customers in Virginia, Maryland and Washington, D.C.

Keith Markley, president and chief operating officer of DSL.net, said the Company "remained focused on quality and reliability" as it looked at several ways of adding integrated voice services over the DSL.net network. "We believe that TalkingNets clearly provided us with the best-in-class combination of products, assets and value available," he said. "We are extremely excited about being in a position to roll these offerings out to business customers."

Markley added, "Prior to arriving at DSL.net, many members of our management team spent a number of years in the voice arena. We fully intend to leverage this extensive voice experience and expertise to our competitive advantage."

DSL.net and TalkingNets will begin joint operations immediately. If closing conditions are satisfied, DSL.net expects to close this transaction during the second or third quarter of 2003.

About DSL.net

Based in New Haven, Conn., DSL.net, Inc. combines its own DSL facilities, nationwide network infrastructure, and Tier I Internet Service Provider (ISP) capabilities to provide high-speed Internet access and value-added services directly to small- and medium-sized businesses throughout the United States. A certified CLEC in all 50 states, plus Washington, D.C. and Puerto Rico, DSL.net sells to businesses, primarily through its own direct sales channel. DSL.net augments its direct sales strategy through select system integrators, application service providers and marketing partners. In addition to a number of high-performance, high-speed Internet connectivity solutions specifically designed for businesses, DSL.net product offerings include Web hosting, DNS management, enhanced e-mail, online data backup and recovery services, firewalls, virtual private networks and nationwide dial-up services. For more information on DSL.net, visit www.dsl.net, e-mail info@dsl.net, or call 1-877-DSL-NET1 (1-877- 375-6381).

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are subject to a variety of risks and uncertainties, many of which are beyond DSL.net's control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. In particular, the risks and uncertainties include, among other things, (i) the completion of the acquisition of the TalkingNets assets and, if completed, the successful integration of those assets into DSL.net; (ii) DSL.net's ability to realize the revenue, earnings, synergies and other benefits anticipated from the acquisition of the TalkingNets assets; (iii) DSL.net's ability to execute its business plan in a timely manner to generate the forecasted financial and operating results and liquidity; (iv) DSL.net's need for additional funds during 2003, which may not be available on acceptable terms or at all, which could adversely impact DSL.net's ability to implement its business plan and continue its operations; (v) failure to generate sufficient revenue, contain certain discretionary spending, achieve certain other business plan objectives or obtain additional capital could have a material adverse effect on DSL.net's results of operations or financial position, or cause it to pursue strategic alternatives or discontinue some or a significant portion of its operations; (vi) risks associated with acquisitions, including difficulties in identifying and completing acquisitions, integrating acquired businesses or assets and realizing the revenue, earnings or synergies anticipated from any acquisitions; (vii) competition; (viii) risks associated with the possible removal of DSL.net's common stock from the Nasdaq SmallCap Market, which removal could adversely impact the pricing and trading of DSL.net's common stock; and (ix) regulatory, legislative and judicial developments, which could adversely affect the way DSL.net operates its business. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. DSL.net undertakes no obligation, and disclaims any obligation, to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise. For additional information regarding these and other risks faced by DSL.net, see the disclosure contained under "Risk Factors'' in DSL.net's Annual Report on Form 10-K for the year ended December 31, 2002, which has been filed with the Securities and Exchange Commission.

DSL.net is a trademark of DSL.net, Inc. Other company names may be trademarks of their respective owners.

DSL.net, Inc.
Media:
Joe Tomkowicz, 203/782-3885
jtomkowicz@dsl.net
Investors:
Bob DeSantis, 203/782-3267
investors@dsl.net