To: Dan Hamilton who wrote (642 ) 4/5/2002 10:56:02 AM From: Dan Hamilton Read Replies (2) | Respond to of 652 It is now official. The most interesting thing of all -- look at the symbol it will trade under after consolidation. Prelude to a buyout after the foreign ownership regulations are loosened?? Attention Business Editors: Call-Net receives court approval for recapitalization proposal TORONTO, April 5 /CNW/ - Call-Net Enterprises Inc. (TSE: CN, CN.B) announced today that it has received a final order from the Ontario Superior Court of Justice approving the plan of arrangement for the Company's comprehensive recapitalization proposal. The order follows the overwhelming approval by Call-Net noteholders and shareholders on April 3 for the plan, which will reduce the Company's debt by more than $2 billion. More than 97% of the votes cast by noteholders, and 96% of votes cast by shareholders supported the proposal at separate meetings. "We are gratified by the Court's decision today. The earlier support from securityholders is a significant endorsement of the company and our business plan," said Bill Linton, President and Chief Executive Officer of Call-Net Enterprises. "We set out to create a comprehensive and fair solution that would give Call-Net a stronger capital structure - a financial foundation to support a competitive and successful company. By delivering on that commitment, we have completed a vital step to Call-Net's achieving its full, long-term potential." Randy Benson, Call-Net's Chief Financial Officer said: "Completing the recapitalization required the combined effort, support and good will of our Board of Directors, management, shareholders and noteholders. Working together we achieved a solution that was best for Call-Net, both in the short and long term. The elimination of more than $2 billion in debt greatly increases our financial flexibility to the benefit of all our stakeholders." "An improved capital structure was one of Call-Net's strategic initiatives to become a viable and valuable company," Mr. Linton said. "In the past year, we have successfully implemented an appropriate operating strategy and the financial disciplines to support it. We have also made a strong case for progressive changes to the regulatory environment. While a decision has not yet been received on the price cap review, we believe the regulator will move to encourage the sustainable competition and access to technology that Canadians want in our industry." In addition, Call-Net secured a new, 10-year branding and technology services agreement with Sprint Communications Company LP. This agreement gives Call-Net access to branding, technology and know-how to offer the full suite of Sprint wireline services in Canada. It also facilitates seamlessness and consistency in the two companies' networks and services provided to North American customers. "We believe the Sprint agreement, combined with our recent, operating, financial and regulatory initiatives, creates a solid base for future growth and profitability at Call-Net," Mr. Linton said. With the Court's approval, the recapitalization transaction is scheduled to close on April 10, 2002 subject to receipt of all necessary regulatory and stock exchange approvals. The final order on the plan of arrangement was issued under the Canada Business Corporations Act. After closing on April 10, Call-Net's equity will be consolidated on a one for twenty basis, and begin trading on the TSE under the new symbols FON and FON.B.