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Press Release -- February 25th, 2015
Source: Zayo Group
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Zayo Group Holdings, Inc. Files Registration Statement for Follow-on Public Offering of Common Stock

BOULDER, Colo. — February 24, 2015 — Zayo Group Holdings, Inc. (NYSE: ZAYO) (“Zayo”) announced that it has filed a registration statement on Form S-1 with the Securities and Exchange Commission (the “SEC”) relating to a proposed follow-on public offering of its common stock.  Zayo, as well as certain stockholders of Zayo, plan to sell shares in the offering. Zayo currently intends to use the net proceeds of the offering for general corporate purposes, which may include the redemption of certain outstanding indebtedness, acquisitions, working capital, and capital expenditures.  Zayo will not receive any proceeds from shares of common stock to be sold by the selling stockholders.

Goldman, Sachs & Co., Barclays Capital Inc., and Morgan Stanley & Co. LLC will act as the active joint book-running managers for the offering.

The offering of these securities will be made only by means of a prospectus. When available, copies of the prospectus relating to the offering may be obtained from Goldman, Sachs & Co., via telephone: (866) 471-2526; facsimile: (212) 902-9316; email: prospectus-ny@ny.email.gs.com; or standard mail at Goldman, Sachs & Co., Attn: Prospectus Department, 200 West Street, New York, NY 10282; from Barclays Capital Inc., via telephone: (888) 603-5847; email: Barclaysprospectus@broadridge.com; or standard mail at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717; or from Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.

A registration statement relating to these securities has been filed with the SEC but has not yet become effective.  These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.  This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any such offer or solicitation or any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Zayo Group

Based in Boulder, Colo., Zayo Group Holdings, Inc. (NYSE: ZAYO) is a publicly traded company that provides comprehensive Bandwidth Infrastructure services in over 300 markets throughout the US and Europe. Zayo delivers a suite of dark fiber, mobile infrastructure, and cloud & connectivity services to wireline and wireless customers, datacenters, Internet content providers, high-bandwidth enterprises, and government agencies across its robust 82,000 route mile network. The company also offers 45 carrier-neutral datacenter facilities across the US and France. Zayo was the first to offer bandwidth shopping and buying in under 2 minutes through Tranzact.

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