LOGO
Rights Offering
of 53,772,548 Shares of Class A Common Stock
and 52,715,788 Shares of Class B Common Stock
at $7.28 Per Share
The rights offering will expire at 5:00 P.M., New York City Time,
on March 19, 2001, unless we extend it.
Notice of Guaranteed Delivery
For Subscription Certificates Issued by
Adelphia Business Solutions, Inc.
This Notice of Guaranteed Delivery, or one substantially equivalent
hereto, must be used to exercise rights pursuant to the rights offering
described in the prospectus supplement dated February 19, 2001 and the related
prospectus dated October 25, 1999 of Adelphia Business Solutions, Inc., a
Delaware corporation, if a holder of rights cannot deliver the subscription
certificate(s) evidencing the rights to American Stock Transfer & Trust Company
at or prior to 5:00 p.m., New York City Time, on March 19, 2001, unless
extended. Such form(s) must be delivered by hand or sent by facsimile
transmission or mail to American Stock Transfer & Trust Company, and must be
received by American Stock Transfer & Trust Company prior to the expiration of
the rights offering. See the discussion set forth under "The Rights Offering -
Special Procedure Under `Notice of Guaranteed Delivery ` Form" in the
accompanying prospectus supplement.
Regardless of the manner of delivery of the subscription certificate,
payment of the subscription price of $7.28 per share for each share of Adelphia
Business Solutions, Inc. common stock subscribed for upon exercise of such
rights must be received by American Stock Transfer & Trust Company in the manner
specified in the prospectus at or prior to 5:00 p.m., New York City Time, on the
expiration date of the rights offering.
The subscription agent is:
American Stock Transfer & Trust Company
IF BY MAIL: FACSIMILE TRANSMISSION IF BY OVERNIGHT COURIER
(FOR ELIGIBLE INSTITUIONS ONLY) OR HAND DELIVERY:
59 Maiden Lane (718) 234-5001 59 Maiden Lane
Plaza Level Plaza Level
New York, NY 10038 New York, NY 10038
CONFIRM RECEIPT OF FACSIMILE
BY TELEPHONE:
(800) 937-5449 within the
United States
(718) 921-8200 outside the
United States
Delivery of the Notice of Guaranteed Delivery to an address other than as
set forth above or transmission of instructions via a facsimile other than as
set forth above will not constitute a valid delivery.
Ladies and Gentlemen:
The undersigned hereby represents that he or she is the holder of the
subscription certificate(s) representing rights and that such subscription
certificate(s) cannot be delivered to American Stock Transfer & Trust Company,
the subscription agent, at or before 5:00 p.m., New York City Time, on the
expiration date of the rights offering. Upon the terms and subject to the
conditions set forth in the prospectus supplement for the Adelphia Business
Solutions, Inc. rights offering, receipt of which is hereby acknowledged, the
undersigned hereby elects to exercise the rights to subscribe for one share of
Adelphia Business Solutions, Inc. common stock per each whole right represented
by such subscription certificate(s). The undersigned understands that payment of
the subscription price of $7.28 per share for each share of the common stock
subscribed for pursuant to the rights must be received by the subscription agent
at or before 5:00 p.m., Eastern Standard Time, on the expiration date of the
rights offering. The undersigned represents that such payment, in the aggregate
amount of $___________, either (check appropriate box):
|_| is being delivered to American Stock Transfer & Trust Company herewith,
or
|_| has been delivered separately to American Stock Transfer & Trust
Company; and is or was delivered in the manner set forth below (check
appropriate box and complete information relating thereto):
|_| wire transfer of funds
-name of transferor institution
-date of transfer
-confirmation number (if available)
|_| uncertified check (Payment by uncertified check will not be deemed to
have been received by the subscription agent until such check has
cleared. Holders paying by such means are urged to make payment
sufficiently in advance of the expiration date to ensure that such
payment clears by such date.)
|_| certified or cashier's check
|_| U.S. postal money order
-name of maker
-date of check, draft or money order
-bank on which check is drawn or issuer of money order
Number of Rights________ Name of Record Holder(s)______
Certificate No(s). (if available) __________________________
Address(es):________________
Area Code and Telephone Number(s):
--------------------------
If rights will be exercised by book entry transfer, check box below:
|_| The Depository Trust Company
Account Number: Signature(s):
Date_______
Guarantee of Delivery
(Not to be Used for Subscription Certificate Signature Guarantee)
The undersigned, a member firm of a registered national securities
exchange or member of the National Association of Securities Dealers, Inc.
commercial bank or trust company having an office or correspondent in the United
States, or other eligible guarantor institution that is a member of or a
participant in a signature guarantee program acceptable to American Stock
Transfer & Trust Company, guarantees that the undersigned will deliver to
American Stock Transfer & Trust Company the certificates representing the rights
being exercised hereby, with any required signature guarantees and any other
required documents, all within three (3) NASDAQ trading days after the date
hereof:
Name of Firm_________ _____________
(Authorized Signature)
Address:_____________ Name:________
(Please Type or Print)
____________________ Title:_________
(Zip Code)
Area Code
and Telephone Numbers: Date:_________
The institution which
completes this form must
communicate the guarantee to
American Stock Transfer &
Trust Company and must
deliver the rights certificate(s)
to American Stock Transfer &
Trust Company within
the time period shown herein.
Failure to do so could result in
a financial loss to such
institution.