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HomeMy WebLinkAboutCity of Tamarac Ordinance O-1995-014Temp Ord #1736 Revised 8/17/95 Revised 9/1 /95 Revised 9/11/95 Revised 9/13/95 CITY OF TAMARAC, FLORIDA ORDINANCE NO.95- Iq AN ORDINANCE OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA AUTHORIZING THE "PRO FORMA" TRANSFER OF CABLE TELEVISION FRANCHISE HELD BY AMERICAN CABLESYSTEMS OF FLORIDA, LTD., A LIMITED PARTNERSHIP WHOSE SOLE GENERAL PARTNER IS AMERICAN CABLESYSTEMS OF FLORIDA, INC., A WHOLLY - OWNED SUBSIDIARY OF CONTINENTAL CABLEVISION, INC., A DELAWARE CORPORATION TO CONTINENTAL CABLEVISION OF JACKSONVILLE, INC., A FLORIDA CORPORATION, A WHOLLY -OWNED SUBSIDIARY OF CONTINENTAL CABLEVISION, INC., A DELAWARE CORPORATION; PROVIDING FOR CONFLICTS; PROVIDING FOR RECORDATION; PROVIDING FOR SEVERABILITY; AND WHEREAS, Continental Cablevision of Broward County has requested the City of Tamarac authorize the "pro forma" transfer of cable television franchise held by American Cablesystems of Florida, Ltd. to Continental Cablevision of Jacksonville, Inc.; and WHEREAS, Continental Cablevision, Inc. has stated that the reason for the transfer is to simplify Continental's accounting and tax reporting structure; and WHEREAS, Continental Cablevision has stated that this transfer will not involve any change in control or management of the cable television system currently operating within the City of Tamarac; and CODING: Words in alradrlhrengh type are deletions from existing law; Words in underscored type are additions. z Temp Ord #1736 Revised 8/17195 Revised 9/1/95 Revised 9/11 /95 Revised 9/13/95 WHEREAS, Continental Cablevision of Jacksonville, Inc., will assume all obligations and responsibilities of American Cablesystems of Florida, Ltd.; and WHEREAS, Article 7.19(b) of the City of Tamarac Charter provides that "No franchise, or renewals thereof, shall be leased, assigned or otherwise alienated, except with the consent of the council expressed by ordinance, and evidenced by a formal instrument and consent to same, recorded in the public records of Broward County."; and WHEREAS, Section 5.5-28 and Section 5.5-45 of the City Code provides that a transfer of cable television franchise must be approved by ordinance of the City Commission; and WHEREAS, Section 5.5-28 of the City Code provides that the "pro forma" transfer application must include a check in the amount of $1,000 payable to the City of Tamarac to defray a portion of the City's costs in processing the "pro forma" transfer application; and WHEREAS, an application for approval of a "pro forma" cable television transfer of a franchise shall clearly identify the application as such, describe the proposed transaction, and explain why the applicant believes the transfer is "pro forma"; and WHEREAS, Continental Cablevision's request for a transfer meets the criteria of a "pro forma" transfer; and COOING: Words in eMneh h type are deletions from existing law; Words in UnjgM= type are additions. 3 Temp Ord #1736 Revised 8/17/95 Revised 9/1/95 Revised 9/11 /95 Revised 9/13/95 WHEREAS, the City Manager recommends approval; and WHEREAS, the City Commission deems it to be in the best interests of the citizens and residents of the City of Tamarac to transfer the cable television franchise which is currently held by American Cablesystems of Florida, Ltd., a limited partnership whose sole general partner is American Cablesystems of Florida, Inc., a wholly -owned subsidiary of Continental Cablevision, Inc., a Delaware corporation to Continental Cablevision of Jacksonville, Inc., a Florida corporation. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SE�, CTION 1: That the foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Ordinance upon adoption hereof. That the City Commission of the City of Tamarac, Florida hereby authorizes the "pro forma" transfer of the cable television franchise currently held by American Cablesystems of Florida, Ltd., a limited partnership whose sole general partner is American Cablesystems of Florida, Inc., a wholly -owned subsidiary of Continental Cablevision, Inc., a Delaware corporation to Continental Cablevision of Jacksonville, Inc., a Florida corporation, and a wholly -owned subsidiary of Continental Cablevision, Inc., a CODING: Words in 31 malt tM+ree►gr►type are deletions from existing law; Words in gnderscorect type are additions. Delaware Corporation. 4 Temp Ord #1735 Revised 8/17/95 Revised 9/1/95 Revised 9/11 /95 Revised 9/13195 That Continental Cablevision of Jacksonville, Inc. will assume all obligations and responsibilities of American Cablesystems of Florida, Ltd. SECTION 4: That the City Clerk is hereby authorized and directed to record said Agreement in the Public Records of Broward County, Florida - SECTION 5, All Ordinances or parts of Ordinances in conflict herewith are hereby repeated to the extent of such conflict. SECTIONS All sections or parts of sections of the Code of Ordinances, all ordinances or parts of ordinances and all resolutions or parts of resolutions in conflict herewith, be and the same, are hereby repealed to the extent of such conflicts. SECTION 7_: Should any section or provision of this ordinance, or any portion thereof, or any paragraph, sentence or word be declared by a Court of competent jurisdiction to be invalid, such decision shall not affect the validity of the remainder hereof, as a whole or part hereof, other than the part declared to be invalid. SECTION 8: This Ordinance shall be in full force and take effect immediately upon its passage and final adoption. CODING: Words in qoftk4l� type are deletions from existing law: Words in underscored type are additions. 5 Temp Ord #9 736 Revised 8/17/95 Revised 9/1/95 Revised 9/11/95 Revised 9/13/95 PASSED, FIRST READING this l-3 day of �embee-, 1995. PASSED, SECOND READING this a 7day of , 1995. RMAN ABRAMOWITZ Mayor ATTEST: CAROL A. EVANS, C M C. City Clerk I HEREBY CERTIFY that I have a_Wroved this ORDINANCE a o form. 4'14'v� MITCHELL S. City Attorney cananamr Claw. PM corm&" RECORD OF COMM MAYOR ABRAM!Mq Dom. 1: V l M KATZ DISC. 2: COMM. MISHKIN DIST. 3: SCHREIBER DIST. 4: —COMM. COMM MACHEK CODING: Words in 54ruele ihmuqk type are deletions from existing law; Words in underscored type are additions. VOTE 9%a �/9S CITY OF TAMARAC CABLE TELEVISION FRANCHISE PRO -FORMA TRANSFER APPLICATION American Cablesystems of Florida, Ltd. fth-Continental Cablevision of Broward CounU _ 946-7011 ( )1B4-6249 Name of Applicant Telephone Fax 141 N.W. 16th Street Pompano Beach FL 33060 Address City State Zip Instructions: A. B. Please type or print clearly your responses to the items below. If you require more space than provided, please type information on a separate sheet and attach. Corporate Officers: American Cablesystems of Florida, Inc. ("ACF Inc.") is the General Partner of American Cablesystems of Florida, Ltd. The Corporate Officers of ACF Inc., are as follows: WAhm T. Schigyer President H. W. Goodall. III Senior Vice -President and General Manager 1',Arm,111TIl . u Chief Financial Officer and Senior Vice President Patrick K. Miehe Assistant Clerk Ownership and Control of Applicant Richard A—Hoffste'n Senior Vice President and Corporate Controiler, Assistant Clerk and Assistant Treasurer Ellen-Filigiak Via President and District Manager P. Fric-Irauss Treasurer j2piaminA. Gomez Assistant Treasurer Amos B. Hostetter. Jr. Chairman of the Board Print the name and address of the applicant and identification of ownership and control of the applicant, including: the names and addresses of all persons with ownership of five percent (S%) or more and list the names and addresses of parents, affiliates or subsidiaries holding such ownership interests directly or indirectly; the persons who control the applicant; all officers and directors of the applicant, and any other cable system ownership interest of each named person: Describe nature of relationship or gnersiiio and percentage of holding ACF Inc. Name and Title 141 N.W.16th Street. Pompano Beach. FL 33060 Address GIneralP rtn f Applicant ACF Inc. is a wholly -owned subsidiary of Continental Cablevision, Inc. See Exhibit I for Officers, Directors, and Shareholders of Continental Cableyision, Inc. lication - Page I 1. C. Print the name, address, ownership and control of the proposed owner: Continental abl v' ' f jacksonxiiie I Name and Title 7809 Ifo rkwa lacksonyiiie. Address Business Profile: Please provide the following information: A. Description of Type of Business of Applicant: Cable Television System Operator Describe relationship or ownership and rce a Applicant lee Exhibit I for QfficArs, PireMrs. 3 id Sharehoiders-ot Witinental Cableyision of lacksgnvifle. i-c,,.- B. A demonstration of the applicant's technical, legal and financial ability to construct and/or continue to operate the cable system, including ideWfication of key personnel. See Exhibit 2. III. Pro -forma Profile: A. Describe and explain why the applicant believes the transfer of ownership is a'Pro-forma" transfer. The current franchisee, American Cablesystems of Florida, Ltd., is a limited partnership whose sole General Partner is American Cablesystems of Florida, Inc.. a wholly -owned subsidiary of Continental Cablevision, Inc. The transferee, Continental Cablevision of Jacksonville, Inc., is also a wholly -owned subsidiary of Continental Cablevision, Inc. This is thus a transfer between affiliated entities. The purpose of the transfer is merely to simplify accounting and reporting procedures. There will be no change in control or management of the franchisee, or change in operations of the cable system as a result of this transfer. ko Prn_Fnrma TrimW holication - Page 2 0 _ �S 44 Certification and Declaration: ( d ) ( ) A. Pro -forma Transfer Application Fee: Attach a check written to "The City of Tamarac" in the amount of one thousand dollars ($1,000) as a non-refundable application fee for the City of Tamarac Cable Television Franchise Pro -forma Transfer Application. Check must include applicant's name and corporate name. Please mark box to indicate check is attached. Enclosed please find check payable to the City of Tamarac in the amount of $1,000.00. B. Certification: I hereby certify and declare that the above application information is true, correct and accurate. I further certify that I am the authorized officer of the applicant and understand the application information as filed commits Continental Cablevision of Jacksonville, Inc. to a pro -forma transfer franchise for American Cables of Florida. Ltd. d1bLj Continental Cableyision of Broward [oupjy cable television. I further certify that the proposal is in compliance with applicable law. I hereby authorize and grant permission to the City of Tamarac, its officers, agents or consultants to obtain any and all credit reports, financial reports and criminal reports. Ellen Eilipiiak Type Name *1Pame State of Florida . Comq of Vice President and District Manager _ Amsrican.Cable Yilml of H ands. Inc. ride 3� Witness � - �.-� , Witness Sworn to d subscribed before me this day of .19 9� NOTARY PUBLIC, STATE OF FLORIDA OFFICIAL M ARY SaL PAULINE MURDOCK NOTARY PUBLIC SYAiE OF FI.OF COMMISSION NO. CC230143 (Name of Notary Public Print, Stamp, or Type as Commissioned. MY COMMISSION EXP. S=22a - Personally known to me; or - Produced identification: (Type of identification produced) - DID take an oath, or - DID NOT take an oath. of Tamarac Cable Franchise Pro -Forma Transfer Application - Page 3 10/06/1335 Z4:51 3057846243 hvig, CA Type Name /�O /rz Sign Name State of Florida Coumyof DUVAL CCEC GCV & CCmm REL PAGE a2 © .�Sy /4 Direca. of iinan end Assistint SIC= CglLvision of lidganydie. Inc. T"iiddee , ZI 17— C.3 Witness SW to and subscribed before me this 6TH day of SEPTEMBER 11995. r NOTARTA MOW 4A1Florida My comm. expires June 20, 1997 _ Comm. No. CC 302915 (Nm of Now f"Ill1t±4 Ctf ►1^iiype u Commissioned.) - Personzily known to me; or - Produced idenaFiation: Y22—�� (Type of ideeti6 A produced) - DID take an oath, or - DID NOT take an oath. C2bfe Frnnchite Pave 4 CITY OF TAMARAC CABLE TELEVISION FRANCHISE PRO -FORMA TRANSFER APPLICATION F:p Officers, Directors and Shareholders of Transferee, Continental Cablevision of Jacksonville, Inc William T. Schleyer President The Pilot House Lewis Wharf, Boston, MA 02110 P. Eric Kraus Assistant Treasurer The Pilot House Lewis Wharf, Boston, MA 02110 Timothy P. Neher Vice Chairman The Pilot House Lewis Wharf, Boston, MA 02110 W. Scott Westerman Vice President 5934 Richard Street Jacksonville, FL 32216 Continental Cablevision, Inc. Shareholder/Parent The Pilot House Lewis Wharf, Boston, MA 02110 Nancy Hawthorne Senior Vice Pres./Treasurer The Pilot House Lewis Wharf, Boston, MA 02110 Patrick K. Miehe Assistant Secretary The Pilot House Lewis Wharf, Boston, MA 02110 W. Lee H. Dunham Secretary The Pilot House Lewis Wharf, Boston, MA 02110 David H. Carl Director of Finance/Asst. Sec. 7800 Belfort Pky, Suite 270 Jacksonville, FL 32256 Richard A. Hoffstein SVP, Corp. Controller, Asst. Secretary, Asst. Treasurer The Pilot House Lewis Wharf, Boston, MA 02110 Amos B. Hostetter Chairman of the Board The Pilot House Lewis Wharf, Boston, MA 02110 H.W. Goodall, III Senior Vice President 7800 Belfort Pky, Suite 270 Jacksonville, FL 32256 �- g.S_ 14j officers, Directors and Shareholders of Continental Cablevision, Inc. a. Amos B. Hostetter. Jr. Continental Cablevision. Inc. The Pilot House -Lewis Wharf Boston. MA 02110 b. U.S. C. Chairman. Chief Executive Officer and Director d. Shares Beneficially Held: 1,800,897 e. Number of Votes: 18,008,970 f. Percentage Voting Power: 32.66 % a. Timothy P. Neher Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Vice Chairman and Director d. Shares Beneficially Held: 66,869 e. Number of Votes: 668,690 f. Percentage Voting Power: 1.21 a. William T. Schleyer Continental Cablevision, Inc. The Pilot House -Lewis wharf Boston, MA 02110 b. U.S. C. President d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage Voting Power: *** ** means Director or officer holds less than 1 % of total equity. *** less than 1% of the outstanding means Director or officer holds shares totalling capital stock and has less than 1 % of the total voting power. a. Jeffrey T. DeLorme Continental Cablevision. Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Executive Vice President d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Ronald H. Cooper Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Executive Vice President d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage Voting Power: *** a. Richard A. Hoffstein Continental Cablevision, Inc. The Pilot House- Lewis Wharf Boston, MA 02110 b. U.S. C. Senior Vice President and Corporate Controller d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage Voting Power: *** a. Frederick C. Livingston Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Senior Vine President - Marketing d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage Voting Power: *** ** means Director or officer holds less than 1 % of total equity. *** means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1 % of the total voting power. ISn a. Robert J. Sachs Continental Cablevision. Inc. The Pilot House -Lewis Wharf Boston. MA 02110 b. U.S. C. Senior Vice President - Corporate and Legal Affairs d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. David M. Fellows Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Senior Vice President - Engineering and Technology d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Robert A. Stengel Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Senior Vice President - Programming d. Shares Beneficially Held: ** e. Number of Votes:. *** f. Percentage of Voting Power: *** a. Robert Strickland Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Senior Vice President - information Systems d. No shares held. e. N/A f. N/A ** means Director or officer holds less than 1 % of total equity. *** means Director or officer holds shares totalling less than i % of the outstanding capital stock and has less than 1 % of the total voting power. _Y_ a. Andrew J. Dixon. Jr. Continental Cablevision. Inc. The Pilot House -Lewis Wharf Boston. MA 02110 b. U.S. C. Senior Vice President - Human Resources d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Nancy B. Larkin Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Vice President - Community Relations d. No shares held. e. N/A f. N/A a. P. Eric Krauss Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Vice President and Treasurer d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Christina Fernandez-Haegg Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Financial Manager d. No shares held. e. N/A f. N/A ** means Director or officer holds less than 1% of total equity. *** means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1 % of the total voting power. MIC a. Benjamin A. Gomez Continental Cablevision. Inc. The Pilot House -Lewis Wharf Boston. MA 02110 b. U.S. C. Assistant Treasurer d. No shares held. e. N/A f. N/A a. Larry Christofori Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Assistant Treasurer d. No shares held. e. N/A f. N/A a. Phyllis Traver Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Vice President -Marketing d. No shares held. e. N/A f. N/A a. Robert B. Luick, Esq. Sullivan & Worcester One Post Office Square Boston, MA 02109 b. U.S. G. Secretary and Director d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** ** means Director or officer holds less than 1% of total equity. *** means Director or officer holds shares totalling less than I % of the outstanding capital stock and has less than 1 %a of the total voting power. a. Patrick K. Miehe Sullivan & Worcester One Post Office Square Boston, MA 02109 b. U.S. C. Assistant Secretary d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. W. Lee H. Dunham Sullivan & Worcester One Post Office Square Boston, MA 02109 b. U.S. C. Assistant Secretary d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. R. B Lerch Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Vice President -Programming d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** DIRECTORS (* Executive Committee) a. Amos B. Hostetter, Jr.* Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston, MA 02110 b. U.S. C. Chairman of the Board, Chief Executive Officer and Director d. See above. e. See above. f. See above. ** means Director or officer holds less than 1 % of total equity. *** means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1 % of the total voting power. a. Robert B. Luick, Esq. Sullivan & Worcester One Post Office Square Boston. MA 02109 b. U.S. C. Secretary and Director d. See above. e. See above. f. See above. a. Henry F. McCance Greylock Management Corp. One Federal Street Boston, MA 02109 b. U.S. C. Director d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Timothy P. Neher The Pilot House -Lewis Wharf Continental Cablevision, Inc. Boston, MA 02110 b. U.S. C. Vice Chairman and Director d. See above. e. See above. f. See above. ** means Director or officer holds less than 1 % of total equity. *** means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1 % of the total voting power. IM_ a. Michael J. Ritter Continental Cablevision, Inc. The Pilot House -Lewis Wharf Boston. MA 02110 b. U.S. C. Director d. Shares Beneficially Held: ** e. Number of Votes: *** f. Percentage of Voting Power: *** a. Vincent J. Ryan* Schooner Capital Corporation 745 Atlantic Avenue Boston, MA 02111 b. U.S. C. Director d. Shares Beneficially Held: 228,998 e. Number of Votes: 2,289,980 f. Percentage of Voting Power 4.13 ** means Director- or officer holds less than 1 % of total equity. *** means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1 % of the total voting power. . q S %( a a. Jonathan H. Kagan*l Corporate Partners, L.F. One Rockefeller Plaza New York, NY 10020 b. U.S. C. Director d. Shares Beneficially Held: 1,142,858 e. Number of Votes: 11,428,580 f. Percentage of Voting Power: 20.61 % a. Lester Pollack, Corporate Partners, L.P. One Rockefeller Plaza New York, NY 10020 b. U.S. C. Director d. See J. Kagan for beneficial ownership information. e. See J. Kagan for voting information. f. See J. Kagan for voting information. a. Roy F. Coppedge IW Boston Ventures Management, Inc. 21 Custom House Street Boston, MA 02110 b. U.S. C. Director d. Shares Beneficially Held: 18,335 (Class A) and 282,228 (Class B) e. Number of Votes: 2,840,615 f. Percentage of Voting Power: 5.12% ** means Director or officer holds less than 1 % of total equity. *+* means Director or officer holds shares totalling less than 1 % of the outstanding capital stock and has less than 1% of the total voting,power. Messrs. Kagan and Pollack are deemed to control Corporate Advisors which controls the Preferred Investors. I Mr. Coppedge is deemed to control the shares held by Boston Ventures. 5% HOLDERS Common a. H. Irving Grousbeck Room 382 Graduate School of Business Stanford University Stanford, CA 94305 b. U.S. C. 5 % Beneficial Holder d. Shares Beneficially Held: 401,320 e. Number of Votes: 4,013,200 f. Percentage of Voting Power: 7.24% a. Corporate Partners. L.P. One Rockefeller Plaza. Suite 1010 New York, NY 10020 Attn: Paul Zepf b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 728,953 e. Number of Votes: 7,289,530 f. Percentage of Voting Power: 13.15 a. Corporate Advisors, L.P. One Rockefeller Plaza, Suite 1010 New York, NY 10020 Attn: Paul Zepf b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: See Corporate Partners and other Preferred Investors. e. See Corporate Partners and other Preferred Investors. f. See Corporate Partners and other Preferred Investors. a. Boston Ventures (treated as a group) Boston Ventures Limited Partnership III Boston Ventures Limited Partnership IIIA Boston Ventures Limited Partnership IV Boston Ventures Limited Partnership IVA c/o Boston Ventures Management. Inc. 21 Custom House Street Boston, MA 02110 Attn: Roy F. Coppedge b. N/A C. 5% Beneficial Holder d. Shares Beneficially Held: See Roy Coppedge. e. See Roy Coppedge. f. See Roy Coppedge. Prefermd a. Corporate Advisors, L.P. One Rockefeller Plaza, Suite 1010 New York, NY 10020 Attn: Paul Zepf b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: See Corporate Partners aad other Preferred Investors. e. See Corporate Partners and other Preferred Investors. f. See Corporate Partners and other Preferred Investors. a. Corporate Offshore Partners, L.P. One Rockefeller Plaza, Suite 1010 New York, NY 10020 Attu: Paul Zepf b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 52,107 e. Number of Votes: 521,070 f. Percentage of Voting Power: less than 1 %p _z- a. The State Board of Administration of Florida One Rockefeller Plaza. Suite 1010 New York, NY 10020 Attn: Paul Zepf b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 76,084 e. Number of Votes: 760,840 f. Percentage of Voting Power: 1.37 % a. First Plaza Group Trust c/o General Motors Investment Management Corporation 767 Fifth Avenue New York, New York 10153 Attn: James F. Kelliher b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 171,429 e. Number of Votes: 1,714,290 f. Percentage of Voting Power: 3.09% "�' 95-� /�' a. Vencap Holdings (1992) Pte Ltd Government of Singapore Investment Corporation 255 Shoreline Drive, Suite 600 Redwood City, CA 94065 Attn: Ng Kin Sze, Regional Manager b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 71,428 e. Number of Votes: 714,280 f. Percentage of Voting Power: 1.29 % a. ContCable Co -Investors, L.P. Chemical Venture Partners 270 Park Avenue New York, NY 10017 Attn: Michael R. Hannon (Principal) b. N/A C. 5 % Beneficial Holder d. Shares Beneficially Held: 42.857 e. Number of Votes: 428,570 f. Percentage of Voting Power: less than 1 % F:\JLY\DISTC 2CCIFORM.394:8/ 11/95 C) , F s' - /� CITY OF TAMARAC CABLE TELEVISION FRANCHISE PRO -FORMA TRANSFER APPLICATION Exhibit 2 Transferee's Technical Qualifications, Experience, and Expertise Regarding Cable Television Systems. Continental Cablevision of Jacksonville, Inc. is a wholly -owned subsidiary of Continental Cablevision, Inc. ("Continental'). Continental is the third largest cable television system operator in the United States based on its number of basic subscribers and that of its affiliates as of September 30, 1994. Continental operates 125 cable television systems in 16 states, located principally in suburban areas and mid -sized cities. As of September 30, 1994, Continental's systems and those of its domestic affiliates passed approximately 5,311,000 homes and provided basic service to approximately 3,027,000 basic subscribers. In addition, Continental is an approximate 50% owner of one of the largest cable television system operators in Argentina, with 550,000 basic subscribers, and televis on sys an stem serving Singapore's ent in a joint venture in Singapore to construct, own and operate a cable approximately 820,000 households. Continental also has numerous investments in the United States in the telecommunications and technology industries, including companies involved in the competitive access telephony business and direct broadcast satellite service, as well as cable television programming. Continental has managed its operations and investments so as to derive benefits from its existing physical plant in the United States and to maximize the value of its operational and technical expertise both domestically and intemally. Continental's objective is to identify, acquire and retain customers both domestically and internationally that will subscribe to a broad range of video and telecommunications services. This objective is achieved through the following key operating principles: Development of Locally Responsive Management nentat m1963. Hostetter, Under his the Chairman and Chief Executive Officer, co-founded leadership, Continental has developed a decentralized and locally responsive management structure that brings significant management experience and stability to each region and allows Continental to respond effectively to the specific needs of the communities it serves. Broad operating authority has been delegated to the Senior Vice President managing each region, who has on average 13 years of experience with Continental and 16 years of cable industry experience. Continental believes that the experience, stability and commitment of its regional management is integral to its ability to provide superior customer service, maintain strong community relations and maximize revenue growth. 1 0, Fr-15", Deployment of Technologically Advanced System: Continental strives to maintain the highest technical standards and by continually upgrading its systems by deploying fiber optic cable and addressable technology in its network, Continental is creating a foundation from which to provide a broad range of video and telecommunications services. These system upgrades also increase channel capacity, enhance picture quality and signal reliability, reduce operating costs, and improve overall customer satisfaction. Through its continuous deployment of technology, Continental has become one of the most technologically advanced cable companies in the U.S., providing 54 or more channels of video to more than 80% of its subscriber base. In addition to upgrading its networks, Continental is in the process of deploying an integrated information technology system, which will enable it to communicate more effectively with its customers, significantly enhancing its customer service, billing, marketing, and other service -delivery functions, and creating additional revenue opportunities. Commitment to Customer Service and Community Relations: Continental's locally responsive management and emphasis on customer service has enabled it to foster and sustain strong relationships with the communities it serves. With 20 Beacon Awards in the past two years, Continental has won more public service awards during that period from the Cable Television Public Affairs Association ("CTPAA") than any other cable company. Continental co-founded Cable in the Classroom, which provides commercial -free educational programs to thousands of schools in its systems throughout the country. In addition, Continental has never had a franchise revoked, and to date, all of its franchise have been renewed or extended, at or prior to their stated expirations, frequently on modified but satisfactory terms. Commitment to Operating Scale: At a time of emerging consolidation in the cable industry, Continental is committed to preserving and further expanding its relative industry position, as measured by the number of homes passed through growth and strategic acquisitions. Continental believes that the continued expansion of its operating scale increases its ability to develop and deploy new technologies and services, improves operating margins, and enhances its competitive position. As of December 31, 1994, Continental's systems passed over 5.3 million homes. Since the mid-1980's, Continental has augmented its growth through strategic acquisitions of cable systems in the United States. To date, Continental has sought to acquire cable television systems in close proximity to existing systems, thereby capitalizing on operating efficiencies resulting from large system clusters. Management believes that the cable industry has entered a period of consolidation and that Continental is well positioned to enhance its industry position given its large system clusters, its management experience and stability, its strong relationships within the cable industry and its reputation for customer service and strong community relations. P) Fi - Ss- /t� Continental has also pursued investments which are complimentary to its core domestic cable business, including investments in certain emerging businesses and markets, such as telecommunications and technology, international video and telephony and programming. Continental significant investments in telecommunications and technology include a 10% ownership interest in PrimeStar Partners ("PrimeStar"). PrimeStar currently provides medium -powered 77-channel Direct Broadcast Satellite (" DBS") service to over 117,000 customers nationwide. In addition, Continental has made investments in certain programming companies, such as Turner Broadcasting Services, El Entertainment Television, New England Cable News, QVC, Home Shopping Network, the Golf Channel and the TV Food Network. Attached is summary information about regional management personnel that will be involved in the system's management and operations. 3 J. Ste- /�/ Ellen Filipiak Vice President/District Manager Continental Cablevision, Broward County Ms. Filipiak has been with Continental as Vice President/District Manager for 6.5 years and has managed the Broward County operation for 4.5 years. She had been in the cable industry for 14 years, having worked in a variety of management and operations positions. She has a BA in Business Administration from Wayne State University. Karen Abeleda Director of Human Resources Continental Cablevision, Broward County As Director of Human Resources, Ms. Abeleda is responsible for overseeing employee relations, including supervisory and management training, career development programs, compliance programs, safety, benefits coordination and payroll. Ms. Abeleda has an MBA from Nova University and her BA in Education from Marshall University. i Larry Hoepfner Director of Marketing and Sales Continental Cablevision, Broward County Mr. Hoepfner has been employed by Continental Cablevision for 6.5 years. He is responsible for determining and executing the marketing strategy for Broward County. Mr. Hoepfner has been in the industry for approximately 14 years and has extensive experience in both urban and suburban markets as well as in systems undergoing upgrades or rebuilds. He holds a BS in Mass Communications from Miami University. #0 Andrew McCarthy Director of Support Services Continental Cablevision, Broward County Mr. McCarthy has extensive experience in technical operations and construction of cable systems, having worked in the industry for 15 years. He is currently responsible for the information technology, telecommunications and internal support for the Broward County operation. He has been employed by Continental in South Florida for 5 years, having been promoted from a position in Jacksonville. N# 0. (�5- - i� Gary Resnick Director of Government and Community Relations Continental Cablevision, Broward County Mr. Resnick joined Continental in June, 1994. Prior to his employment with Continental, he was an associate with Cole, Raywid and Braverman, a Washington, D.C., based law firm specializing in cable and other telecommunications law. He has his JD from Rutgers University School of Law and a BA in Economics from Bucknell University. Fm J Bill Shaw Director of Order Fulfillment Continental Cablevision, Broward County Mr. Shaw is responsible for responding to customer calls regarding service as well as the delivery of service to customers, including installation and service/repair. He has been in the industry for 12 years, holding a variety of customer service, marketing and general management positions. He is a South Florida native and holds a BA in Business Administration from Ottawa University. David Spallinger Director of Network Maintenance and Expansion Continental Cablevision, Broward County Mr. Spallinger is a 23 year veteran of Continental. He has vast experience in the industry, having held positions in technical operations, service and engineering. Mr. Spallinger is responsible for the recommendation and implementation of upgrades, rebuilds, plant extensions and maintenance programs to ensure the highest possible level of customer satisfaction and network reliability. 0 Cheryl Hercules Director of Billing and Collections Continental Cablevision, Broward County Ms. Hercules is responsible for the coordination of all billing and collection activities, including responding to customer inquiries over the phone as well as in various locations. In addition, she is responsible for evaluating different payment options (e.g., credit cards, electronic fund transfers, on-line payments), payment locations, customer refunds and adjustment processing as well as collections activities, including recovery of equipment. Ms. Hercules has been employed by Continental since November 1990, initially as an internal auditor. Prior to joining Continental, she worked for Coopers and Lybrand. She holds a BS in Accounting from Boston University.