[3] VersaTel Announces the Pricing of its Recently Announced Offering of Ordinary Shares and Senior Convertible Notes in a Private Placement to Institutional Investors.

Business Editors

AMSTERDAM, The Netherlands--(BUSINESS WIRE)--March 24, 2000

EDITORS NOTE: The following announcement replaces the previous press

release issued earlier today by VersaTel through Business Wire.

VersaTel Telecom International N.V., (NASDAQ:VRSA)(AEX:VRSA) announced today the pricing of its recently announced offering of 8.5 million ordinary shares in a private placement to institutional investors. The price of the shares was EUR 49.00 per share. The shares were offered outside the United States in reliance on Regulation S and in the United States in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933. VersaTel also announced the pricing of its offering of EUR 300 million convertible notes due 2005. The convertible notes which were sold internationally under Regulations S and into the US under Rule 144A have a 4% coupon, 8.5% yield-to-maturity and a conversion price of EUR 60.76. The shares and the convertible notes will be listed on the Official Market of Amsterdam Exchanges' stock. The Senior Notes will be priced on March 24, 2000 with details to be provided in a subsequent press release.

The closing of the offering of the ordinary shares is anticipated to take place on March 29, 2000 and the closing of the convertible notes on March 30, 2000.

The managers for the offerings, to the extent allowed by applicable laws and regulations, may engage in transactions that stabilize, maintain or otherwise affect the price of the shares and the convertible notes, including purchases of the shares and the convertible notes to stabilize their market price, purchases of the shares and the convertible notes to cover some or all of a short position in the shares and the convertible notes. These transactions may be discontinued at any time and will not be protracted after 30 days from the closing of each offering.

The shares and the convertible notes have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such act.

This is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or selling security-holder and will contain detailed information about the company and management, as well as financial statements.

VersaTel Telecom International N.V. (Nasdaq & AEX: VRSA) is a rapidly growing, facilities-based, competitive local access broadband network operator primarily focused on the Benelux, which consists of The Netherlands, Belgium and Luxembourg, and Northwest Germany and is based in Amsterdam. Founded in October 1995, the Company holds full telecommunications licenses in Netherlands, Belgium and Germany and has over 33,000 business customers and 1060 employees. VersaTel is currently building a broadband network that will use the latest network technologies to provide business customers in the Benelux and the Northwest region of Germany with high bandwidth voice, data and Internet services. VersaTel is a publicly traded company on the Amsterdam Stock Exchanges and Nasdaq National Market under the symbol "VRSA". News and information are available at http://www.versatel.com

(Certain statements in this Press Release are "forward-looking statements" within the meaning of The Private Securities Litigation Act of 1995. Such statements are based on the current expectations of the management of VersaTel Telecom International NV only, and are subject to a number of risk factors and uncertainties, including but not limited to changes in technology and market requirements, decline in demand for the company's products or services, inability to timely develop and introduce new technologies, products and services, loss of market share, pressure on pricing resulting from competition, inability to maintain certain marketing and distribution arrangements, and construction delays, which could cause the actual results or performance of the company to differ materially from those described therein. For a more detailed description of the risk factors and uncertainties affecting the company, refer to the Company's reports to be filed from time to time with the Securities and Exchange Commission.)

Note to Editors: The VersaTel logo is a registered trademark of VersaTel Telecom International NV in The Netherlands, Belgium and Luxembourg.