HomeMy WebLinkAboutRES 2647 CITY OF RENTON, WASHINGTON
RESOLUTION NO. 2647
A RESOLUTION OF THE CITY OF RENTON, WASHINGTON,
APPROVING THE SALE OF THE STOCK OF GROUP W CABLE,
INC. TO FIVE BUYERS, THE ASSIGNMENT AND/OR TRANSFER
OF THE FRANCHISE TO A WHOLLY-OWNED AFFILIATE OF GROUP
W CABLE, INC. AND THE CHANGE OF CONTROL OF SAID
WHOLLY-OWNED AFFILIATE TO TCI CABLEVISION OF
WASHINGTON, INC.
WHEREAS Group W Cable, Inc. is presently the holder of a
cable television franchise from the City of Renton, Washington; and
WHEREAS Group W Cable, Inc. , a New York Corporation ("Group
W Cable" ) , operates and maintains a cable television system in the
City of Renton pursuant to that certain franchise, license, permit
or other authorization (as amended to the date hereof) granted by the
City of Renton and evidenced by Ordinance No. 3155 of the City of Renton
(such cable television system and the Franchise being hereafter
individually and collectively sometimes referred to as the "System") ; and
WHEREAS Group W Cable 's parent corporation, Westinghouse
Broadcasting and Cable, Inc. , an Indiana Corporation ("Westinghouse" ) ,
desires to sell and otherwise transfer all of the issued and outstanding
shares of the capital stock of Group W Cable to Century Southwest
Cable Television, Inc. , a Delaware Corporation; TCI Holdings, Inc. ,
a Colorado corporation; American Television and Communications
Corporation ("ATC" ) , a Delaware corporation; and affiliates of, or
subsidiaries or partnerships owned or controlled by, Houston Industries
Incorporated, a Texas corporation; Comcast Corporation, a Pennyslvania
corporation; Daniels & Associates, Inc. , a Delaware corporation; and
ATC (the foregoing entities being herein referred to individually as
a "Buyer" and collectively as the "Buyers") , and thereby transfer
control of Group W Cable to the Buyers; and
RESOLUTION NO. 2647
i
WHEREAS, upon liquidation of Group W Cable, Inc. , the Buyers
intend to cause the transfer of the System to a wholly-owned subsidiary
of Group W Cable, Inc. ("GWC Affiliate") ; and
WHEREAS the Buyers presently intend to cause Group W Cable
to transfer control of the System and the GWC Affiliate to TCI
Cablevision of Washington, Inc. , a Washington corporation and an
affiliate of TCI Holdings, Inc. , (the "Transferee" ) as soon as practicable
after the closing of the. foregoing stock. sale (the "Closing Date") and
WHEREAS the City of Renton is willing to consent to (i) the
foregoing transfer of control of Group W Cable to Buyers on the Closing
Date, (ii) the transfer of the system from Group W Cable, Inc. to the
GWC Affiliate, and (iii) the transfer of control of the System and the GWC
Affiliate to the Transferee after the Closing Date upon certain conditions;
and
WHEREAS pursuant to the provisions of Renton City Ord=nance
No. 3137, a public hearing on said transfer request was held before
the City Council on April 21, 1986 ; and
WHEREAS TCI Cablevision of Washington, Inc. has agreed to
voluntarily take the following actions in order to convince the City
Council that this transfer of franchise should be approved:
1. TCI Cablevision of Washington, Inc. will not request or
make a rate increase for this franchise until December 29 , 1986 .
2 . TCI Cablevision of Washington, Inc. will provide the
City of `Renton with a character generator, a channel and any equipment
required for the airing of a community bulletin board throughout Renton,
subject to resolution of technical considerations.
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s RESOLUTION NO. 26.47
3. TCI Cablevision of Washington, Inc. will supply cable
to Garden Court North in Renton; and
WHEREAS, thereafter the Renton. City Council agreed to approve
said assignment and/or transfer of control, NOW THEREFORE
THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DO
RESOLVE AS FOLLOWS:
SECTION I: The above recitals are found to be true and
correct in all respects.
SECTION II: The transfer of the Group W Cable Franchise to
TCI Cablevision of Washington, Inc. is found to not be in violation
of the public interest.
SECTION III: The City of Renton hereby consents to (i) the
sale of Westinghouse of all the issued and outstanding shares of the
capital stock (and the transfer of control) of Group W Cable to the
Buyers on the Closing Date, (ii) the assignment and transfer of the
System to the GWC Affiliate, and (iii) the transfer of control and of
the System .to the Transferee . after the Closing Date under the same
terms and conditions as the original franchise of Group W Cable,
provided that the consent set forth in clauses (i) , (ii) and (iii) above
shall be subject to the condition that the GWC Affiliate and the
Transferee shall (promptly after the date of such assignment and/or
transfer) execute and deliver to the City of Renton its acceptance of,
and its agreement and undertaking to perform all of the duties and
obligations of the franchise under such franchise.
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RESOLUTION. NO. 2647
PASSED BY THE CITY COUNCIL this 16th day of June, 1986 .
Maxine E. Motor, City Clerk
APPROVED BY THE MAYOR this 16th day of June, 1986 .
Barbara Y. Sh npoch,M yor
Approved as to form:
Lawrence J. ren, City Attorney