HomeMy WebLinkAbout20021768.tiff RESOLUTION
RE: CONSENT TO RESTRUCTURING OF AT&T CORP. ORGANIZATION CONCERNING
AT&T BROADBAND CABLE FRANCHISE HOLDERS
WHEREAS, The Board of County Commissioners of Weld County, Colorado, pursuant
to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado; and
WHEREAS, AT&T Corp. is the parent corporation for three individual cable franchise
holders in Weld County, specifically, Televue Systems, Inc.; AT&T Broadband of Colorado,
LLC; and AT&T Broadband of Northern Colorado I, LLC. AT&T Corp. is also the parent
corporation for AT&T Broadband USC, LLC, which is a limited partner with a minority share in
US Cable of Coastal Texas, L.P., a cable franchise holder in Weld County. (Hereinafter, the
named cable franchise holders may sometimes be referred to collectively as the "named
franchise holders" or individually as "each individual franchise holder"). Each individual
franchise holder is duly authorized to operate and maintain a cable communications system in
Weld County pursuant to the terms and conditions of a Franchise granted to each franchise
holder by Resolution of the Board of County Commissioners; and
WHEREAS, AT&T Corp., the ultimate parent of each of the named franchise holders,
has proposed a restructuring which includes, but is not limited to, the merger of AT&T Corp.
with Comcast Corporation, to form a new entity, AT&T Comcast Corporation, which will be the
ultimate parent of the named franchise holders following the restructuring; and
WHEREAS, The named franchise holders will continue to hold their individual
franchises; and
WHEREAS, AT&T has requested consent by the Board of County Commissioners, as
Franchise Authority (hereinafter sometimes referred to as "County"), to the proposed merger
with Comcast Corporation and the restructuring of the parent company of the individual
franchise holders, in accordance with the requirements of the Franchise and has filed an FCC
form 394 with the Board of County Commissioners.
NOW THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado:
BE IT FURTHER RESOVLVED that the County hereby consents to the proposed
restructuring of AT&T Corp. and merger with Comcast Corporation, thereby forming a new
entity known as AT&T Comcast Corporation, which will then be the parent company of the
following cable franchises: Televue Systems, Inc.; AT&T Broadband of Northern Colorado I,
LLC, AT&T Broadband of Colorado, LLC, as well as AT&T Broadband USC, LLC, the limited
partner with a minority share of US Cable of Coastal Texas, L.P.
BE IT FURTHER RESOVLVED that each of the individual franchises are hereby
confirmed, and shall continue in effect pursuant to each of their individual provisions and terms.
C'0 C 4 , /H-+T 2002-1768
ORD94
RE: CONSENT TO RESTRUCTURING OF AT&T CORP. ORGANIZATION CONCERNING
AT&T BROADBAND CABLE FRANCHISE HOLDERS
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 1st day of July, A.D., 2002.
BOARD OF COUNTY COMMISSIONERS
n WEI?! COU llnOLORADO
ATTEST4j4 n � a `//
' Gle ad, L air
Weld County Clerk to t f: B4td.x�,
n
j l„*yl;
s11;cp z ° Y David . Long, Pro-Te
BY: Pl•
X<
Deputy Clerk to the '4;1 tr\, EXCUSED DATE OF SI ING (AYE)
M. J. Geiillei
AP O DAST - 2L/Ar
William H. Jerke
unty Ativrne EXCUSED
Robert D. Masden
Date of signature: 7II
2002-1768
ORD94
KittTO: Board of County Commissioners for Weld County,
Colorado
II FROM: Cyndy Giauque, Assistant Weld County Attorney
DATE: June 25, 2002
COLORADO
RE: Request concerning the restructuring of the indirect
"parent company"of AT&T Cable Franchise Holders
AT&T Corp. currently is the parent company of AT&T Broadband, LLC, a company which
oversees existing AT&T cable franchise holders. There are three different cable franchises in
Weld County which operate under AT&T Broadband, LLC. They are:
Televue Systems, Inc., which provides cable services to the Sylmar Mobile Home Park
located in southWeld County, by Baseline Road on the south and Highway 85 on
the east. The franchise will expire August 16, 2012
AT&T Broadband of Colorado, LLC (formerly TCI), which provides cable service to
areas immediately outside of the Greeley city limits, as well as Arrowhead and
Seeley Lake subdivisions. The franchise will expire October 15, 2008.
AT&T Broadband of Northern Colorado I, LLC (formerly Comcast Colorado Holdings,
LLC), which provides cable service to Parkland Estates and small areas
immediately outside of the town limits for Longmont and Erie. The franchise will
expire February 25, 2011.
These are distinct franchises with individually negotiated agreements, and individual expiration
dates. All of the above named franchises operate under the umbrella of AT&T Broadband, LLC
("AT&T").
AT&T Corp. is also a parent corporation of AT&T Broadband USC, LLC, which is a limited
partner with a minority share in a cable franchise held by
US Cable of Coastal Texas, L.P., which provides cable services in Weld County to the
area south of Johnstown; area north of Johnstown known as Little Johnstown;
area south of Kersey known as Sandy Knolls Blvd.; and approximately 5 to 6
homes adjacent to town lines for the towns of Milliken, Eaton, Ault, and Pierce.
The franchise will expire December 31, 2012.
AT&T has notified Weld County that it intends to merge with Comcast Corporation, another
entity which also holds cable franchises. The resulting entity will be called AT&T Comcast
Corporation. AT&T proposes to restructure its organization so that all of its currently held
2002-1768
franchises will be overseen by the new AT&T Comcast Corporation. AT&T has explained that
the restructuring will not change the holder of the actual franchises; each franchise will continue
to be held by the same legal entity after the merger is complete. However, the transaction will
result in a new indirect parent company for the holder of the franchise.
The request for approval was submitted, in part, pursuant to the requirements of each franchise
agreement, which provides in part:
Upon receipt of all requested information, the County shall render a final written decision
on the request within 120 days of the request. If the County fails to render a final
decision on the request within 120 days, such request shall be deemed granted unless the
requesting party and the County agree to an extension of time.
I have received correspondence from an organization known as Colorado Coalition for Real
Competition, which in principally financed by Qwest. The letter is a form letter which I
understand was mailed to each franchising governmental entity in the state, in which the
Coalition alleges that AT&T needs to "live up to their promises" and not be allowed to "continue
to raise prices, all the while sending their profits back to Philadelphia and ignoring us here."
Weld County, along with all other franchisors in the state, has been urged to "audit what they
have done since their last merger, and make sure they have met their promises on customer
service improvements, network improvements, customer choice and that you have received all
the fees they claim to owe you." Attached is a copy of the Coalition's letter.
Also attached is a copy of a responsive letter which was written by the attorney for the Greater
Metro Telecommunications Consortium, which adequately, and, in my opinion, accurately,
addresses many of the questions raised.
In any case, I have reviewed the files maintained in the Clerk to the Board's office concerning
these franchises. The fees have been paid. There are no records of any complaints from citizens.
Each of these franchisees appears to be complying with the requirements of the franchise. Each
of these franchises operates in small areas of the county with relatively few subscribers. It is
most likely that the concerns expressed by the Qwest funded Coalition are more appropriately
addressed to the Denver Metropolitan area cable franchisors.
Weld County is being asked to approve the change of oversight of the franchise holder within the
AT&T Corporation, after its merger with Comcast. The actual franchise holder is not changing,
and the franchise continues in effect. There are no grounds or opportunities at this time to
renegotiate the terms of the actual franchise agreement.
We recommend approval of the request, since it involves a merger/reorganization on a"parent"
level within the organization. The actual holder of the franchise will not change, and the service
is expected to continue without change under the franchise agreement.
If you have any questions, I am available.
plECcobc -4%
MAR 1 4 2002
Colorado WELD COUNTY
ATTORNEY'S OFFICE
C• -liti•nf•r - - -rtl_j
competition Www.COcompetition.org
V.O. BOX 1904, DENVER, CO 80201-0004
888-847.8120
March 12, 2002
Cyndy Giauque
PO Box 758-915 10th Street
Leadville, CO 80632
Dear Ms. Giauque:
I am writing because I'm worried about the future of cable television in our community.
Companies keep merging, prices keep rising, and the same providers are still around— except
now they are bigger, slower and less caring about the customer. As the executive director of a
statewide consumer coalition with 4,300 members, I support telecommunications competition in
our state because it will bring benefits like lower prices, improved service and advanced
technology. That goes for local phone, long distance, wireless, high-speed internet ... and cable.
As you no doubt know, two more telecommunications companies are merging. I am sure that
AT&T and Comcast are making the same promises AT&T made three years ago when they
bought the old cable company. Are we really supposed to believe it all again?
Now is the time that you can take a stand and do something for consumers like me. AT&T and
Comcast are going to have to come to you for approval of their latest merger, and you will have a
chance to make sure they live up to their promises. I urge you to take every action you can to
make sure that the merged AT&T/Comcast stays committed to keeping the promises they will
surely make. Please don't let them pay lip service just to get the deal approved and then continue
to raise prices, all the while sending their profits back to Philadelphia and ignoring us here.
When AT&T and Comcast ask you to approve their merger,you can make sure we're all
protected.
You can audit what they have done since their last merger and make sure they have met their
promises on customer service improvements, network improvements, customer choice and that
you have received all the fees they claim to owe you. If they haven't, make them explain why.
Although they may tell you that you don't have any right to review their application, you do.
Attached is some language you can place in your local laws and rules to make sure you have all
the power you need to review their application.
Make sure they tell you what AT&T/Comcast is going to do for us after the merger, and hold
them to it.
Make sure you retain the power to keep protecting the residents of our community the way you
always have by making the attached change-of-control language part of AT&T Comcast's
franchise. Please make sure AT&T and Comcast live up to their promises to us —now and in the
future.
Sincerely,
b24". i;741er
John Dill
Executive Director
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TOE CLOCK IS TICKING . . . ii, • :::-: '11.1:;
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Recently,AT&T and Comcast announced they would merge their cable tele-
vision empires.This provides local franchise authorities like yours the oppor-
tunity to protect cable customers by making sure your existing provider—
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tnit whether it's AT&T or Comcast—is meeting the obligations of its current
Thursday,December 20,2001,...,, Get Cable V franchise agreement.
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{��`�L 1 sid.ads -,,,,,„. —,,,,, A the right to examine Comcast's technical,legal and financial qualm-
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„,. ,1a., m „„, *.4 a�'r '. es """� But under the regulations,time to act is limited:
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,. S� •K s.,,,,� ' '"°,"�.., ,,'°"„•" • AT&T and/or Comcast will file Federal Communications
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�� Commission Form 394 with the local franchising authority.
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CONCAST DS BID I biS :ta";:t.'""' •"""•` r.=°r` " additional information. (We guarantee they will only give you the
r"m.m;,,a •'r"12`,,.. ,,;r •,,,."°". bare minimum up front.)
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information.
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nrAS Is sinital7 Sias@ a...rr Among the questions you can ask:
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w,.e.r..w•.�- sHas the company met its promises to build and upgrade its
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Thursday,*. sans December 20.2001
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• .•So-.:. = work?Has it done so on time?
-—.+..ow•;. ."'1`. • Has the company adequately developed multiple interne[service
s+ -,t„••,e,,, provider networks?
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r .."• ::e r» • Has the company complied with ALL franchise issues,including
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...at ""^'"°""" payment of fees?
ala si e wes SO`""" The New York limes • Has the company served everyone fairly,or is there still a "digital
Thursday,December 20,2001
•"•° divide" in the community?
• Has the cable company paid you the right amount of money under
its current franchise agreement for the services it provides?
Colorado WHO ARE
We'rree the Colorado Coalition for Real Competition,a group of more than
C•-liti.n f•r - -a 4,300 individual consumers,businesses and organizations who want to see full,
n 'aiti fair competition in our state's telecommunications: local phone, long distance,
"' comps iK`�on wireless,high-speed interne[—and cable.
P.O. BOX 0904 • DENVER, CO 80201-0904 • 866-647-9120 • WWW.COCOMPETITION.ORG
CYNDY GIAUGQUE -di11001-Itr.doc Pa e 1
John Dill,Executive Director
March 5, 2002
Page 1
Kissinger & Fellman, P.C.
ATTORNEYS AT LAW
PTARMIGAN PLACE,SUITE 900
3773 CHERRY CREEK NORTH DRIVE
RICHARD P.KISSINGER DENVER,COLORADO 80209 ROBERT E.TAROS,P.C.
KENNETH S.FELLMAN TELEPHONE: (303)3204100 Of Counsel
GARY F.ALBRECHT FAX: (303)320-6613
BRETT D.CHARDAVOYNE www.kandf.com
BOBBY G.RILEY
WADE WARTHEN
PATRICIA LEIGHTON
March 5, 2002
John Dill
Executive Director
Colorado Coalition for Real Competition
P.O. Box 1904
Denver, Colorado 80201-0904
RE: AT&T- Comcast
Dear John:
A number of the jurisdictions within the Greater Metro Telecommunications Consortium
(GMTC)have shared the letter that they received from the Colorado Coalition for Real
Competition regarding the proposed transfer of control between AT&T and Comcast. Based
upon your letter,the GMTC has a number of questions for you regarding this transfer in
particular, and a few more questions regarding competition and consumer protection in
. connection with the delivery of broadband services generally.
Your letter requests that in reviewing the merger, local franchising authorities (LFAs)
should"make sure we're all protected." You asked that the LFAs not allow the cable companies
to pay lip service to their promises to our communities,while continuing to raise prices and send
the profits back to Philadelphia. My first question relates to the price issue. Are you suggesting
that LFAs have legal authority to address pricing issues in connection with the merger approval
process? If so, I would appreciate a citation of legal authority on this point.
Your letter also suggests specific franchise or ordinance language to adopt in order to
provide local authority to review the proposed merger. I'm sure you are aware, many of the
jurisdictions in metro Denver already have this very same language in their franchise agreements.
For those that do not,are you suggesting that LFAs have the unilateral authority to amend their
existing franchise agreements to include this language? If you are suggesting a change in local
ordinances, as opposed to a change in the franchise,are you suggesting that LFAs have the
authority to adopt ordinance provisions,which may conflict with language in existing franchises
governing transfers? Please provide any legal authority on these points as well.
KISSINGER&FELLMAN,P.C.•3773 Cherry Creek North Drive,Suite 900,Denver,CO 80209•(303)320.6100•FAX:(303)3204613
,CYNDY GIAUGQUE - diflO01-Itr.doc Pa e 2
John Dill, Executive Director
March 5, 2002
Page 2
In the handout you enclosed titled"The Clock is Ticking. .Cable Customers are
Counting on You,"you suggest that in order to protect consumers, local governments ask the
following questions of the cable companies:
1) Has the company met its promises to build and upgrade its network? Has it done so on
time?
2) Has the company adequately developed multiple Internet service provider networks?
3) Are customers satisfied with the company's service?
4) Has the company complied with ALL franchise issues, including payment of fees?
5) Has the company served everyone fairly, or is there still a"digital divide"in the
community?
6) Has the cable company paid you the right amount of money under its current franchise
agreement for the services it provides?
As you know,the local governments are very concerned with the provision of high-speed
Internet access in our communities,whether it be via cable,DSL, or satellite. Your questions
regarding multiple ISPs,timely build-out of infrastructure, and eliminating the digital divide,
would seem to acknowledge this point. In light of your prior acknowledgment to the GMTC
Board of Directors that Qwest is the primary financial backer of the Colorado Coalition for Real
Competition,we have additional questions. Does your organization advocate in as equally strong
a manner,the ability of local franchising authorities to demand answers to these questions from
all providers of broadband services? Should providers of high-speed Internet services through
DSL and/or satellite also be required to provide answers to these questions,and face regulatory
oversight if those answers are inadequate to meet local community needs? If your answer is in
the affirmative,please explain what the Colorado Coalition for Real Competition is doing to
advance these issues in connection with ILECs and CLECs as well as satellite companies. If
your answer is in the negative,please explain why.
As you may know,there is a rulemaking proceeding pending before the Federal
Communications Commission regarding the classification of DSL service (CC Docket No. 01-
337). The ILECs are taking the position that DSL should be an unregulated service,and not
subject to any reasonable build out requirements,universal service obligations, or customer
service standards. It seems to the GMTC Board that in order to be consistent with its stated
goals,the Colorado Coalition for Real Competition ought to be vigorously opposing the ILEC
position in that proceeding. We would appreciate learning your organization's position in
connection with that proceeding, and what role it intends to play as those issues move forward.
We look forward to hearing from you.
Very truly yours,
KISSINGER&FELLMAN,P.C.•3773 Cherry Creek North Drive,Suite 900,Denver,CO 80209•(303)320-6100•FAX:(303)3204613
CYNDY GIAUGQUE -di11001-Itr.doc Pa e 3
John Dill,Executive Director
March 5, 2002
Page 3
Kenneth S. Fellman
KSF/aeh
cc: GMTC Board of Directors
•
KISSINGER&FELLMAN,P.C.•3773 Cherry Creek North Drive,Suite 900,Denver,CO 80209•(303)320-6100•FAX:(303)320-6613
NOTICE
Pursuant to Weld County Ordinances 94, 94-A, and 94-B, a public hearing will be held in the
Chambers of the Board of County Commissioners of Weld County, Colorado, Weld County
Centennial Center, 915 Tenth Street, Greeley, Colorado, at the time indicated below, for
consideration of a request concerning a proposed merger between Comcast Corporation and
AT&T Broadband.
Application materials may be examined in the office of the Clerk to the Board of County
Commissioners, located in the Weld County Centennial Center, 915 Tenth Street, Third Floor,
Greeley, Colorado.
DATE: July 1, 2002
TIME: 9:00 a.m.
REQUEST: A proposed merger between Comcast Corporation and AT&T Broadband.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
DATED: June 14, 2002
PUBLISHED: June 19, 2002, in the Tri-Town Farmer and Miner
Affidavit of Publication
PICMCE
STATE OF COLORADO pursuant to Weld County
County of Weld SS. Orana,ces9e,94-A ancl94
B.0 public hearing will be
I A. Winkler Riesel of said County of Weld being Bolddee farrbers unty
o
duly sworn,say that I am publisher of Boars of ly
m Conyoora Weld
County. Colorado.f Weld
FARMER&MINER Centennialty Centen" Center,
915 Tenth Sheet, Greeley,
that the same is a weekly newspaper of general .Colorado. of the time
circulation was printed and published in the town of Indicated below, for
coreldecaeon at a fequest
FREDERICK concerning a proposed
merger between Compost
in said county and state that the notice of advertisement,of Corporation and AT&T
which the annexed is a true copy has been published in said Broadband.
weekly newspaper for ONE consecutive weeks: that the Application materials may
notice was published in the regular and entire issue of every be examined in the office of
number of said newspaper during the period and time of the Clerk to the Board of
publication of said notice and in the newspaper proper and not County Commissioners,
in a supplement thereof: that the first publication of said located in the Weld County
notice was contained in the issue of said newspaper bearing Cent nrYdCenter.915Tenth
the date of,TUNE•19TH 2002.and the last publication Street Third Floor,Greeley.
thereof,in the issue of said newspaper,bearing date,the day
Colorado.
l TZH JUNE.2002 that the said DATE:Duty 1.2002
TIME: 9:00 a.m.
REQUEST: A proposed
FARMER &MINER merger Corporbetweenndo Comcast
has been published continuously and uninterruptedly Broadband.
during the period of at least fifty-two consecutive
weeks next prior to the first issue thereof containing BOARD OF COUNTY
said notice or advertisement above referred to: and COMMISSIONERS
that said newspaper was at the time of each of the WELD COUNTY.
publications of said notice duly qualified for that COLORADO
purpose within the meaning of an act entitled. "An DATED:June 14.7002
Act Concerning Legal Notices, Advertisements and
Publications and the Fees of Printers and Publishers Rownecunmeformeraxer
thereof, and to Repeal all Acts and Parts of Acts in .rune 19,2002.
Conflict with the Provisions of this Act" approved _
April 7, 1921, and all amendments thereof, and
particularly as amended by an act approved, March
30,1923,and an act approved May 13,1931.
Subscribed and sworn to before me this 19TH
day of JUNE, A.D. 2002
Notary Public
P.O.BOX 125
FT.LUPTON. CO 80621
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