IDT Buys Net2Phone Shares

NEWARK, N.J. -- IDT Corporation (NYSE:IDT, IDT.C) today announced the expiration of the tender offer by NTOP Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of IDT, to purchase all of the outstanding shares of the common stock of Net2Phone, Inc. (NASDAQ: NTOP) not already beneficially owned by IDT for $2.05 net per share in cash. Based upon a preliminary tally by D.F. King & Co., Inc., the information agent for the offer, approximately 28,782,824 shares were validly tendered in the offer (including approximately 2,517,612 shares tendered by notice of guaranteed delivery), representing approximately 61% of the outstanding Net2Phone shares not beneficially owned by IDT or its affiliates immediately prior to the commencement of the offer. The tendered shares, together with the Net2Phone shares already beneficially owned by IDT, represent approximately 77% of the outstanding shares of Net2Phone common stock. IDT has accepted for payment all Net2Phone shares validly tendered and not withdrawn in the Offer. The final count of shares tendered, including guaranteed deliveries, will be available by January 4, 2006. Shareholders whose shares were validly tendered and not properly withdrawn prior to the expiration of the offer will promptly receive the offer price of $2.05 net per share in cash.

IDT also announced that it will provide a subsequent offering period of 14 business days, expiring at 5:00 p.m., New York City time, on Thursday, January 19, 2006, unless extended. During the subsequent offering period, holders of shares of Net2Phone common stock that were not previously tendered in the offer may tender their shares in exchange for $2.05 net per share in cash on the same terms that applied prior to the initial expiration of the offer. IDT will pay for any shares tendered during the subsequent offering period promptly after such shares are validly tendered. Shares that are properly tendered in the offer, whether before or after the commencement of the subsequent offering period, may not be withdrawn during the subsequent offering period, as required pursuant to Rule 14d-7(a)(2) under the Securities Exchange Act of 1934, as amended. The purpose of the subsequent offering period is to enable Net2Phone shareholders who did not tender their shares prior to the initial expiration of the offer to participate in the offer and to receive the $2.05 net per share in cash offer price on an expedited basis, and also to enable IDT to attempt to acquire 90% or more of the shares of Net2Phone common stock outstanding prior to the expiration of the subsequent offering period.

All other terms and conditions of the offer remain the same, as set forth in the tender offer materials disseminated by IDT. As promptly as practicable after the expiration of the subsequent offering period, IDT will take all action within its control to effect a merger of Net2Phone with NTOP Acquisition in which all remaining holders of Net2Phone common stock will receive the same consideration for their shares as the holders who tendered their shares in the offer.

IDT Corp. (NYSE: IDT)

Net2Phone Inc. (Nasdaq: NTOP)