HomeMy WebLinkAbout990266.tiff a Cable WELD COUNTY
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Corporation I
28 West Grand Avenue • Montvale • New Jersey 07645-2100 • (201) 930-,y ?tf (t$01itp3t9n2
January 22, 1999 CLERK
TO THE EC ', J)
Weld County
P.O. Box 351
Hudson, CO 80642
Dear Ladies and Gentlemen:
Recently, we wrote you with respect to our proposed acquisition of the cable television system
serving your community and our request for your consent to the transfer of the cable television
franchise held by Fanch Cablevision of Colorado. Our letter was accompanied by an FCC
Transfer(Form 394), a copy of the Purchase Agreement and other information with respect to our
Company.
Since the date of our letter, we have entered into discussions with TCI Communications, Inc. with
respect to a possible increased investment in our Company by an affiliate of TCI
Communications, Inc. (TCI.) While it is not certain that an agreement with TCI will be finalized,
we wanted to advise you that if it is, we contemplate that a limited partnership interest will be
issued to TCI or an affiliate thereof in exchange for the contribution to the Partnership of cable
television systems located in New Mexico. The exact percentage has not yet been determined,
but we know it will not exceed 39 percent. The Company will continue to be controlled and
managed on a day-to-day basis by US Cable.
If we are successful in completing the TCI transaction, we will also want to simplify our
partnership structure. We will do this by forming a new partnership which will hold the interest
of US Cable and its affiliates. The change will not effect the day-to-day operations of the
company in any way. For your convenience we have attached a copy of the chart of our
ownership structure that was included in our Form 394 filing and a chart showing the ownership
structure assuming the TCI transaction is consummated.
From a timing perspective, we are attempting to finalize this transaction concurrently with the
Fanch transaction.
The foregoing information does not change our previous request for your consent to the transfer
of the franchise to US Cable. If the Transfer Resolution to US Cable has been approved, no
further action is required. If you have any questions, please don't hesitate to call me at(201)930-
9000, ext. 400.
Sincerely,
r/cd -
G. Joseph Appio
Vice President, Operations
GJA/aam
Attachment
CC: Peter Locke(Fanch Communications)
eziyAgiut 990266
BEFORE
OWNERSHIP STRUCTURE
(as of September 15, 1998) Stephen Myers as
Beneficial Owner
SS#152-38-6491
Stephen Myers Michael Anderson James Pearson Eastfield Trust
SS#152-38-6491 SS#355-30-0488 SS#049-444474 34%
\ 51% J \ 10% J \ 5% —/ \
US Cable of Lake Forest, Inc.
El#22-2842768
General Partner ,
26.9423
Liberty Lake Inc. Tele-Communications
El#84-0982429 Inc.
Limited Partner (Public Company)
Stephen Myers Michael Anderson James Pearson
SS#152-38-6491 SS#355-30-0488 SS#049-44-4474
88% 2%
\ 10% /
Lake Capital Corp. Stephen Myers \
EI#22-2299402 SS#152-38-6491
Limited Partner Limited Partner
19.8% US Cable of Coastal- 44.7248% /
Texas,LP,a New _
Jersey Limited
Partnership
El#22-2308225
Michael Anders\ '
K \ SS#355-30-0488
// \ Limited Partner
Stephen Myers Michael Anderson 5.0973% /
90% 10%
\ /
/ The derivative ownership of the partnership
is aas follows:
Stephen Myers(i) 77.046593% James Pearson(
Lake Cable Investment Eastfield Trust 9.1604%
El#22-2775055 SS#049-444474
Limited Partner (Stephen Myers Beneficial Owner) Limited Partner
1.2858% Michael Anderson 9.90011% 1.1498% /
James Pearson(2) 2.892915% /
Telecommunications, Inc. 1%
(1)It is contemplated an approximate 20%interest held by MR.Myers will be transferred prior to closing to a trust in which he is a primary beneficiary.
(2)After capital contributions made by the partners referred above are recovered by the partners,Mr.Pearson will be entitled to an additional approximate 9%. (Th ri I ,.< .,/
AFTER
PRO FORMA OWNERSHIP
I STRUCTURE
Stephen Myers as
• Beneficial Owner
SS#152-38-6491
• Stephen Myers Michael Anderson' . James Pearson
SS#152-38-6491 SS#355-30-0488 ' .SS#049-44-4474
Eastfieid Trust
51% 1 10% 5% 34%
J J •
J l
-'''.."''''''''...'''...-..'-',......„..<,...,.,,,-----"-------ss------"--4-'-----""- . -1/ ,
US Cable of Lake Forest,Inc.
El#22-2842768
General Partner '
27.2144%%
•
•
Stephen Myers Michael Anderson James Pearson •
SS#152-38-6491 SS#355-30-0488 SS#049-44-4474
88% 10% 2% Stephen Myers(U
2 2 SS#152-38-6491
Limited Partner
45.1766%
•
Lake Capital Corp.
El#22-2299402
Limited Partner
•
20.0% US Cable Holdings,LP
a New Jersey Limited Michael Anderson
•
Partnership SS#355-30-0488
Limited Partner
5.1488%
•
Stephen Myers Michael Anderson
90% 10%
•
James Pearson
•
63:55Yo SS#049-44-4474
• Limited Parther
1.1614%
•
Lake Cable Investment US Cable of Coastal-
El#22-2775055 Texas,LP a
•
Limited Partner New Jersey
1.2988% Limited
Partnership
•
TCIC,Inc.
36.35% •
TCI Cablevision of
New Mexico,Inc.
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