HomeMy Public PortalAboutOrd. 1440CITY OF LYNWOOD
LOS ANGELES COUNTY, CALIFORNIA
ORDINANCE NO. 1440 ---- =~'`
AN ORDINANCE OF THE CITY OF LYNWOOD APPROVING THE
MERGER BETWEEN CONTINENTAL CABLEVISION, INC. AND U S
WEST, INC. AND CONSENTING TO THE ASSIGNMENT OR
TRANSFER OF CONTROL OF' A CABLE TELEVISION FRANCHISE- .- .
RECITALS:
A. American Cablesystems of California, Inc., dba Continental Cablevision
("Franchisee") is the duly authorized holder of a franchise ("Franchise") that authorizes
the operation and maintenance . of a cable television system within the City of Lynwood
("Franchise Authority").
B. Ori February 27, 1996, U S West, Inc., a Delaware corporation, announced
a definitive agreement to merge with Continental Cablevision, Inc. ("CCI"), a Delaware
corporation, the parent corporation of the Franchisee, which merger is expected to close
in the fourth quarter of 1996, subject to a number of conditions and approvals, including
approvals from CCI's shareholders and local franchising and government authorities.
C. Upon consummation of the merger contemplated by the Agreement and
Plan of Merger, CCI will merge with U S West, Inc., and the Franchisee, under the
control of U S West, Inc., or its wholly-owned subsidiary, will continue to be bound by
all existing terms, conditions, and obligations under the Franchise previously granted by
the Franchise Authority to the Franchisee.
D. In accordance with Subsection 16-3.f of the Lynwood Municipal Code, the
Franchise Authority has the right to review and approve the financial, technical, and legal
qualifications of U S West, Inc., in connection with the proposed merger and the resulting
transfer of control of the Franchise.
E. On April 22, 1996, the Franchise Authority received from the Franchisee
an application for a transfer of control of the existing Franchise, which application
included FCC Form 394 entitled "Application for Franchise Authority Consent to
Assignment or Transfer of Control of Cable Television Franchise."
F. The staff of the Franchise Authority has reviewed the. documentation
submitted by the Franchisee in connection with FCC Form 394 and, based upon the
representations set forth in that documentation, has concluded that U S West, Inc. has the
requisite financial, technical, and legal qualifications to adequately perform, or to ensure
the performance of, all obligations required of the Franchisee under the Franchise.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF
LYNWOOD DOES ORDAIN AS FOLLOWS:
Section 1. In accordance with Subsection 16-3.f of the Lynwood Municipal
Code, the Franchise Authority consents to and approves the proposed merger between
CCI and U S West, Inc. and, upon the consummation of that merger, the transfer of
control of the Franchise to U S West, Inc., or to any wholly-owned subsidiary of U S
West, Inc., or to an entity controlled by or under common control with U S West, Inc. U S
West, Inc. must give written notice to the Franchise Authority of the name and state of
incorporation of the corporate entity that ultimately holds and controls the Franchise.
Section 2. The authorization, consent and approval of the Franchise Authority
to the proposed merger is conditioned upon compliance by the Franchisee with the
following requirements:
1. An original or conformed copy of the written instrument
evidencing the closing and consummation of the proposed merger must be filed in the
office of the City Clerk within sixty (60) days after that closing an consummation.
2. Franchisee will reimburse the Franchise Authority for all costs and
expenses reasonably incurred by the by the Franchise Authority's staff in processing and
evaluating the information relating to the proposed merger; provided, however, that those
costs and expenses will not exceed the sum of $1,000 and will be set forth in an itemized
statement transmitted by the Director of Public Works, or the Director's designee, to the
Franchisee within thirty (30) days after the effective date of this Ordinance.
Section 3. This Ordinance will not be amended or otherwise altered unless
prior written notice, and an opportunity to be heard, has been given to the Franchisee and
to U S West, Inc.
Section 4. The City Clerk is directed to transmit a certified copy of this
Ordinance to Mr. Jeremy H. Stern, Vice President of Corporate acid Legal Affairs,
Continental Cablevision, Inc., 550 North Continental Boulevard, Suite 250, El Segundo,
California 90245, and to Mr. Robert C. Fuehr, Vice President-Public Policy, U S West
Media Group, 7800 East Orchard Road, Suite 300, Englewood, Colorado 8011 1.
Section 5. The City Clerk is directed to certify to the passage and adoption of
this ordinance and to cause it to be published or posted in the manner required by law.
PASSED, APPROVED and ADOPTED this 3rd da Se er, 1996.
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PAUL H. RICHARDS, II, MAYOR
ATTEST:
ANDREA L. HOOPER, CIT CLERK
APPROVED AS TO FORM:
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CITY ATTORNEY
STATE OF CALIFORNIA )
)
COUNTY OF LOS ANGELES )
I, the undersigned, City Clerk of the Lynwood City._..-._.
Council do hereby certify that the above and foregoing is ,a full,
true and correct copy of Ordinance No. 1440 ~ on file in my
office and that said ordinance was adopted on the 3rd day of
. ..
September 199-(,. and passed by the. following vote:
AYES: COUNCILMEMBER BYRD, HEINE, HENNING, REA, RICHARDS
NOES: NONE
. -...
ABSENT: NONE
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City Clerk, City of L nwood
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