HomeMy WebLinkAboutReso 2015-074 - Cable SystemRESOLUTION NO. 2015.074
WHEREAS, Falcon Cable Systems Company II, L.P. ("Franchisee") is the duly
authorized holder of a franchise, as amended to date (the "Franchise"), authorizing Franchisee to
operate and maintain a cable system to serve City of Redding, CA (the "Franchise Authority");
and
WHEREAS, on May 23, 201.5, Charter Communications, Inc. ("Charter
Communications' the ultimate parent company of Franchisee, with its subsidiary CCH I, LLC
("New Charter"), entered into agreements with Advance/Newhouse Partnership ("A/N"), the
ultimate parent of company of Bright House Networks, LLC ("BHN"), Time Warner Cable Inc.
("TWC"), and Liberty Broadband Corporation ("Liberty") (collectively "the Agreements"),, the
purpose of which are to effectuate the acquisition of BHN and merger with TWC
("Transaction"); and
WHEREAS, Charter Communications will merge with a subsidiary of New Charter, and
shares of Charter Communications will be converted into shares of New Charter, and New
Charter will assume the name Charter Communications, Inc. ("Charter"); and
WHEREAS, pursuant to the Agreements, A/N, TWC shareholders, and Liberty will
acquire minority ownership interests in Charter; and
WHEREAS, the majority of Charter's Board of Directors will remain the same and its senior
management will not change as a result of the Transaction; and
WHEREAS, the actual working control of Franchisee, will not change as a result of the
Transaction; and will remain with Charter; and
WHEREAS, Charter has filed an FCC Form 394 with the Franchise Authority (the
"Application"); and
WHEREAS, the Franchise Authority has considered the Application and consents to the
Transaction.
NOW, THEREFORE, BE IT RESOLVED BY THE FRANCHISE AUTHORITY AS
FOLLOWS:
The foregoing recitals are approved and incorporated herein by reference.
1. The Franchise Authority consents to the Transaction. y�.l
2. The Franchise Authority confirms that the Franchise is valid and outstanding and �� v
in full force and effect and there are no defaults under the Franchise. Subject to compliance with O
the terms of this Resolution, any action necessary with, respect to the Transaction and the
Franchisee has been duly and validly taken.
r
3. Charter or the Franchisee may (a)assign, transfer, or transfer control of its assets,
including the Franchise, provided that such assignment, transfer; or transfer of control is to an
entity directly or indirectly controlling, controlled by or under common control with Charter; (b)
restructure debt or change the ownership interests among existing equity participants in Charter;
(c) pledge or grant a security interest to any lenders(s) of Charter's assets, including, but not
limited to, the Franchise, or of interest in Charter, for purposes of securing any indebtedness; and
(d) sell equity interests in ;Charter or any of Charter's affiliates.
4. Upon closing of the Transaction, the Franchisee shall remain bound by the lawful
terms and conditions of the Franchise.
5. This Resolution shall be deemed effective upon adoption.
6. This Resolution shall have the force of a continuing agreement with Franchisee,
and the Franchise Authority shall not amend or otherwise alter this Resolution without the
consent of Franchisee and Charter.
I HEREBY CERTIFY that the foregoing resolution was .introduced, read, and adopted
at a regular meeting of the City Council on the 1't day of September, 2015, by the "following vote:
AYES:
COUNCIL MEMBERS:
NOES:
COUNCIL MEMBERS:
ABSENT:
COUNCIL MEMBERS:
ABSTAIN:
COUNCIL MEMBERS:
ATTEST:
PAMELA MIZE, City Clerk
Cadd, McArthur, Schreder, Weaver, ,& Sullivan
None
None
None
F PE SULLIVAN, Mayor
APPROVED AS TO FORM:
BARRY E. UeWAET, Ci y Attorney