CR 88-92 Transfer Cable Communications System
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May 6, 1988
Report: 88-92
TRANSFER OF CABLE COMMUNICATIONS SYSTEK
SERVING THE SOUTHWEST SUBURBS
lrODosed Actlsm.t.
Staff recommends adoption of the following motions: roioy~ that the HODklns CitI
C9unc11 adopt ~esolution #88-41 iivini final approval to a tral)~fer of the City~
Cable Televi~2P franchise.
Kava for the first raadin~~f Ordinance #88-617 amendini Ordinanc~ #81~486 to chanll
the name of the Jrantee.
Authoriz~ the M~or and the ~ity Man&&er to siln the accomDanyin~ Aireement 2f Joint
and Several Liabl11~y.
These actions will re9-ult in the transfer of the cable transfer froDl Rogers
Cablesystems of Minnesota Limited Partnership (RCMLP) to Rogers Cablesystems of th$
Southwest, Inc. (RCTSI).
Oveq~eJ!1
'l'he current grantee o,{ the cable system is RCKLP. The Rogers companies have
acquired all of the limited partnership interests in RCKLP. Because of this tbere
is no need for RCKLP to operate the franchise. The Rogers Companies seek to
dissolve the RCMLP limitad partnership and transfer the franchise to the general
partner, RCTSI.
This action 1~ a direct result of the refinancing of Rogers which was reviewed and
approved in 1987.
PrimarY Issu$sto Consider.
o Will this action effect the operation of the system?
The Operating Committee determined that this tran~fer was in the form of
house cleaning and will not cause any change in the operation of the
franchise.
o Does this action have anything to do with the proposed sale of the system?
Ibis action has nothing to do with the proposed sale of the system by
Rogers, except insofar as it ensures that the franchise documentation is
in order.
SUDDortin2 Information.
o Letter from Adrian E. Herbst
o Resolution #88.41
o Ordinance #88-617
o Agreement of Joint and Several Liability
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~s A. Genel1ie, City
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SOUTHWEST SUBURBAN CABLE COMMISSION
C/o Herbst & Thue, Ltd.
9')0 N( mhland Plaza
5HOO ",'est 80th Street
BI\'Jomingwl1, :\10: ~').t31
(612) M95-6-11
April 28, 1988
City of Hopk.ins
City Hall
1010 South First street
Hopkins, Minnesota 55343
RE: Transfer of Cable Communications
SysteM Serving the Southwest Suburbs
Our Fiie No. 88-0141G
Dear Mayor Courtney, City Manager
and Members of the City Council:
I have enclosed with this letter a number of documents for
review and consideration by your City Council. It will be
necessary for you to advertise a public hearing because the
situation involves franchise ordinance amendment. It would be
appreciated if you would advertise the proposed franchise
ordin~nce amendment at the earliest possible time so that all of
the actions by the five (5) Member cities of the Southwest could
be concluded as soon as possible within the same time frame.
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Let me explain the need for a proposed amendment to the
franchise, adoption of a resolution, and approval of other
documents enclosed.
The current Grantee of the cable system is Rogers
cablesystems of Minnesota Limited Partnership ("RCMLP"). This
partnership has as a general partner Rogers Cablesystems of the
Southwest, Inc. ("RCTSI"). This general partner RCTSI, is a
wholly-owned subsidiary of Rogers U.S. Cablesystems, Inc.
(ttRUSCI"), which is a Wholly-owned subsidiary of Rogers
Cablesystems of America, Inc. ("RCA") both of which are
collectively referred to as "Rogers Companies".
The Rogers Companies have acquired all of the limited
partnership interests in RCMLP. Because of this there is no need
for RCMLP to operate the franchise. The Rogers companies seek
to dissolve the RCMLP limited partnership and transfer the
franchise granted by your City to the general partner, RCTSI.
The transfer will not cause any change in the controlling
interest or change in the operation of the franchise because
RCTSI is the general partner of RCMLP.
Cities of Eden Prairie, Edina. Hopkins, Minnetonka & Richfield
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April 28, 1988
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The transfer is not what you have been reading about in the
newspapers and what I have recently corresponded with you on
with regard to the sale of the United states cable systems of
Rogers Companies. That is a separate matter that will come to
you later. This particular matter was recently reviewed by the
Operatin~ Committee of the Southwest Commission and it was
requested by the company that the cities act on this so that the
franchise documentation is in order and consistent with the
changes that have occurred as a consequence of the sale of their
partnership interest by the limited partners.
,The operating Committee determined that this transfer was in
the form of house cleaning and could not find any reason to
believe that there would be any change in the operation of th4
system or impact on subscribers. For this reason, they
authorized me to direct the appropriate documentation to you for
action by the City Council. It is necessary for your City
Council to act on the matter because the franchise is qranted
separately by you.
The documents that are enclosed include:
1. Resolution. A resolution giving final approval to a
transfer,of the City's cable television francnise. The
resolution outlines the background of the transfer and the
findings of the City Council. Further, it consents to the
transfer and authorizes the Acceptance Agreement and the Joint
and Several Liability Agreement.
2. Ordinance Amendment. This ordinance amendment will
amend the existing franchise to change the definition of Grantee
to RCTSI which is and has been the general partner of the
existing Grantee.
3. ~eptance Agreement and Joint and Several Liab~~itv
Agreement. Both of these documents are in accord with the
agreements prepared in joint meetings with the City Attorneys for
the five (5) Southwest cities several years ago in dealing with
other franchise amendments. The process was agreed upon with
respect to what was required in the case of amendments to the
franchise. The same documents had been used in the past and are
updated to reflect the necessary changes because of the new
designated Grantee under the franchise.
4. ~ample Notice of Publication. Use this to advertise
hearing.
I have taken the liberty of forwarding a copy of all these
documents and this correspondence to your City Attorneys so that
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April ~8, 19SQ
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they will be apprised of the modification and can contact me
with regard to any changes or corrections. Please let me know if
you have any comments or questions or would like further
assistance from me. Likewise, if I receive any comments or
suggestions from the City Attorneys before your public hearing, I
will certainly let you know of that as well.
Very truly yours,
A-ol-{/,'~ L ~0s f-
Adrian E. Herbst
AEH I di
Enc~ures
cc: city Attorney
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