Shareholder Forum for North State Telecommunications

The Shareholder Forum

for

North State Telecommunications

Forum Program Summary

North State Telecommunications

November 12, 2010

Shareholders of North State Telecommunications Corporation have asked the Forum to address investor interests in alternative strategies for maximizing long term value, stimulated partly by an independent expert’s analysis[1] concluding that

► either public listing or a sale of the company could be expected to generate immediately realizable value of at least 50% more than the $80 per share highest reported trading price of the company’s common stock during the three months before the start of this program, and possibly greater than a 150% premium;[2] and

► the current value of the company can be expected to decline significantly over the next five years as earnings are reduced by technology-driven competitive conditions and potential buyers are eliminated in the continuing process of industry consolidation.

The report’s conclusions suggest shareholder consideration of these questions:

1. What is the likely range of long-term, risk-adjusted value realizable from continuing stand-alone management of the company?

2. What is the likely range of value realizable from the company’s operations if combined with those of other companies?

3. What is the likely range of value realizable from an actively managed “auction” sale?

The company’s management will be asked to provide shareholders with the information they need to evaluate these alternatives, including (a) sufficient explanations of the strategies and supporting analyses on which management’s expectations are based and (b) comments on the recent shareholder-commissioned independent analysis and any other expert views that may be worthy of investor attention. Following standard Forum practice allowing participants to communicate anonymously,[3] shareholders will be able to ask questions and offer views to the company’s management, as well as to other shareholders.

After management has had an opportunity to offer its explanations and answer any shareholder questions, the Forum will report views offered by shareholders concerning any issues relating to their decisions about capital commitment and voting alternatives.

[1] For the full report of the independent analysis commissioned by one of the company’s unaffiliated shareholders, see October 2009, Balhoff & Williams, LLC: “North State Telecommunications Corporation | A Strategic Evaluation.” For related views of the shareholder who commissioned the report and of the company’s management, see February 28, 2010, Kent Rowett, Manager of Leeward Investments, LLC, letter to shareholders of North State Telecommunications: "North State: Preserving Your Stock's Value" and responding March 19, 2010, C. Hayden McKenzie, Chairman of North State Telecommunications, letter to shareholders.

[2] According to the Balhoff & Williams report referenced above, the total market value of the company if publicly traded would be in the range of $278 million to $310 million, or approximately $120 to $135 per share of common stock based on the 2.3 million shares the company reported outstanding in its most recently released annual report (for the 2008 fiscal year). Balhoff & Williams also reported that comparable company transactions suggested a minimum $283 million and maximum $490 million value, or from $123 to $213 per share, for a sale of the company.

[3] See the summary of Forum policies in the box at the bottom of each page in this website.

See the

Program Reference Page

for links to chronologically listed

Forum Reports

Published News Reports

Shareholder Reports

Company Reports

Forum Reports

July 8, 2011

Management Respect

of Shareholder Interests

May 3, 2011

Alternatives for More Secure

Capital and Dividend Payments

See also

April 4, 2011

Shareholder Interests

for Discussion at Annual Meeting

reporting shareholder concerns

that define this essential issue:

How will North State balance its investor interests while making the transition from

a local service utility to management's vision

of a technology innovator?

March 28, 2011

Survey of North State Telecommunications Shareholders

Ranking the Importance of

Investor Interests

(for a printable version, click here)

New Management Report

2010 Operations & Financial Summary

A Forum participant has provided a copy of the company's new form of annual reporting, sent to shareholders in March 2011:

March 2011, December 2010, North State Telecommunications Corporation: 2010 Operations & Financial Summary (6 pages, 1,790 KB, in PDF format).

The report is introduced with the following statement from the company's chairman and president, responding to the investor interests expressed in the Forum's February survey of shareholders (see the "Need for Additional Reporting to Shareholders" section of the Forum's survey report):

To our Shareholders:

As we close out 2010 and move into a new year, we take this opportunity to communicate with you regarding our performance for the year. This letter is part of a new Operations & Financial Summary that we will produce at the end of each year. The financial statements included in this report are unaudited statements. As we have previously communicated to you, our audited financial statements have been late in the past due to delays in obtaining audited financial statements from a partnership that materially impacts our non-operating income. We have developed this Operations & Financial Summary as a means to provide current information to you. At such time as our audited financial statements are available, we will promptly send you a copy.

***

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.