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HomeMy WebLinkAboutResolution No. 4895 RESOLUTION NO. 4895 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DOWNEY, CALIFORNIA REGARDING THE TRANSFER OF CABLE TELEVISION FRANCHISES WHEREAS, Rogers Cablesystems of California, Inc., currently holds a cable television franchise in the City of Downey; WHEREAS, Rogers Cablesystems of California, Inc. desires to transfer its franchise to another entity; WHEREAS, Sections 3.5 and 3.6 of City of Downey Ordinance No. 644, which established the standards and criteria for granting cable television franchises, provides that a transfer may not occur without the prior consent of the City by ordinance; WHEREAS, Rogers Cablesystems of California, Inc., was granted a cable television franchise pursuant to City of Downey Ordinance No. 679, which incorporated by reference Ordinance No. 644; and WHEREAS, it is now appropriate for the City of Downey to establish formal procedures for approving a transfer of any cable television franchise; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DOWNEY, CALIFORNIA, DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1. The City shall consider the request of the grantee of a cable television system franchise (hereinafter, the "Grantee ") to transfer its cable television system franchise (hereinafter, "Franchise ") to a new person or entity (the "Applicant ") pursuant to the terms of this Resolution. SECTION 2. Upon receiving the request of a Grantee to transfer its Franchise, the City shall enter into an agreement with the Grantee or the Applicant providing for reimbursement of all the City's administrative expenses in connection with the transfer request. SECTION 3. After entering into the reimbursement agreement, the City shall commence proceedings to gather evidence regarding whether the transfer request should be approved. At a minimum, the City shall obtain the following information: (a) Written comments from the public; (b) A full and complete narrative account describing the sale and transfer transaction between the Grantee and the Applicant; (c) Copies of all documents relating to the proposed sale of or transfer of the Franchise from the Grantee to the Applicant. If the sale or transfer documents are subject to any SFF /RES4001 1 oral agreements or understandings, a written narrative describing them; (d) A narrative from the Applicant describing any amendments to the existing Franchise it intends to request at either the time of the transfer or during the subsequent five years; (e) A narrative from the Applicant describing any changes it plans to make to the existing Franchise that do not require a Franchise amendment; (f) Copies of all documents relative to any agreement with any financial institution, brokerage house or person for the financing of the sale or transfer of the Franchise; (g) A narrative describing the identity and form of the business entities that will own and manage and operate the Franchise; (h) If the Applicant is a partnership, a list of the names and addresses of all of the partners, including whether they are general or limited partners, and indicating the percentage of interest owned by each partner; (i) If the Applicant is a corporation, a list of the names and addresses of all shareholders owning at least 5% of the corporation, the percentage of stock interest owned by each such shareholder, whether each such shareholder has voting rights and whether the stocks, or any of it, is preferred stock; (j) If the Applicant is a corporation, a list of the names and addresses of the principal officers and the directors; (k) A statement from the Applicant stating whether it, any of its officers or directors thereof, any person, firm or corporation owning more than 5% of the Applicant's voting stock, or any partner, has: (i) ever been convicted of a felony; (ii) ever been held liable to pay a judgment in excess of $100,000 in any civil proceeding involving the conduct of his, her, or its business; (iii) ever had a business license revoked or suspended; (iv) ever been found by a court to have been in violation of any cable television franchise or franchise agreement or governmental regulation; or, -2- SFF/RES4001 (v) ever been a party plaintiff or defendant in any litigation with a cable television franchising authority involving a cable television franchise; (1) If any of "k ", above, is answered affirmatively, a statement explaining the answer; (m) A list of all the other cable systems owned or operated in whole or in part by the Applicant, and for each such cable system, the following information: (i) date of award of the franchise; (ii) date construction of system completed; (iii) plant miles of system; (iv) number of subscribers; and (v) percentage of system ownership held by Applicant; (n) A list of every cable system which the Applicant has owned but no longer owns, and for each such cable system, the following information: (i) date of award of franchise; (ii) date of disposition of franchise; (iii) manner of disposition; and (iv) reason for such disposition; (o) A narrative, with back -up data, describing how the Applicant will finance the purchase of Grantee's stock and /or assets; (p) A list of the financial institutions that are making loans to the Applicant to finance the purchase of Grantee's stock and /or assets; (q) A narrative describing the terms of the loans (including interest rate, term, guarantors, collateral and side agreements, and the amount of equity stock, bonds and /or other securities that will be issued or sold to -- finance the Applicant's purchase of Grantee's stock and /or. assets; (r) A narrative describing whether the Applicant is incurring an indebtedness in order to purchase the Franchise, what effect such indebtedness will have on the rate structure and operation of the Franchise, and how such indebtedness will be discharged; -3- SFF/RES4001 i (s) A projection of the Applicant's indebtedness for the purchase of the Franchise, based upon the Grantee's latest financial records; (t) Applicant's balance sheet, income statement, and statement of changes in financial position for the last three years; (u) Grantee's balance sheet, income statement and statement of changes in financial position • for its operation of the Franchise for the past five years. These financial documents should disclose operating expenses for maintenance of the cable television system and investment into the system's capital equipment, facilities and property; (v) Any and all reports and studies the City Manager deems necessary or appropriate relative to whether: (i) the Grantee has substantially complied with the material terms of the existing Franchise and existing law; (ii) the quality of the Grantee's service, including signal quality, response to consumer complaints, and billing practices, (but without regard to the mix, quality or level of cable services or other services provided over the system) has been reasonable in light of community needs; (iii) the existing Franchise ordinance meets the future cable - related needs and interests of the community; and (iv) the Applicant has the financial, legal and technical ability to provide the services, facilities and equipment necessary to comply with applicable law, the Franchise, any amendment to the Franchise, and any condition imposed on the transfer from the Grantee to the Applicant; (w) If any person or entity will operate or manage the Franchisee on behalf of the Applicant, or if the Applicant intends to transfer the Franchise to another person or entity, then such operator, manager, or subsequent Applicant shall provide all of the above information, where applicable. SECTION 4. Upon receipt of the information described at Section 3, the City shall notice and hold a public hearing before the City Council to determine whether the City should approve the Grantee's request to transfer the Franchise to the Applicant. Following the hearing, the -4- SFF/RES4001 City Council shall determine whether to grant the request. The City Council may deny the request for reasonable cause. The City Council may not approve the request unless — it finds that: (a) (i) The Grantee has substantially complied with the material terms of the existing Franchise and applicable law, and the quality of the Grantee's service, including signal quality, response to consumer complaints, and billing practices, (but without regard to the mix, quality or level of cable services or other services provided over the system) has been reasonable in light of community needs; or (ii) The Applicant has agreed to conditions placed on the transfer approval which will result in the Applicant being in substantial compliance with the existing Franchise and applicable law, and enable the cable television system service, to meet the reasonable needs of the community, including its needs regarding signal quality, response to consumer complaints and billing practices. (b) (i) The existing Franchise ordinance meets the present and future cable - related needs of the community; or (ii) The Applicant has agreed to amendments to the Franchise ordinance which will result in the amended Franchise ordinance meeting the present and future cable - related needs of the community. (c) The Applicant has the financial, legal and technical ability to provide the services, facilities and equipment necessary to comply with Section 4(a) and 4(b). PASSED, APPROVED AND ADOPTED this 23 day of June, 1987 • May• of the , 'ty of ---- _ 3•wney, California ATTEST: James S. Santangelo k„. r ------\-\„. ,. _ \,) .„ 7C1 rk You E g c--- -5- SFF/RES4001 I HEREBY CERTIFY that the foregoing Resolution was adopted by the City Council of the City of Downey at a regular meeting held on the 23rd day of June, 1987, by the following vote, to wit: AYES : 4 Council Members: Boggs, Cormack, Paul , Santangel o ^■ NOES: 0 Council Members: None ABSENT: Council Members: � Barb C y e rk `' , i `k ( e y,roung (-- --� r. -6- SFF/RES4001