HomeMy WebLinkAboutReso - CC - 118-1998RESOLUTION NO. 118-98
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME
CONSENTING TO THE ACQUISITION OF TCI AMERICAN CABLE HOLDINGS H,
L.P., AS A SUBSIDIARY OF AT&T CORPORATION PURSUANT TO
SECTION 6.48.100 OF THE BURLINGAME MUNICIPAL CODE
RESOLVED, by the City Council of the City of Burlingame:
WHEREAS, pursuant to Chapter 6.48 of the Burlingame Municipal Code, the City of
Burlingame ("City") has duly authorized TCI American Cable Holdings II, L.P. ("Grantee") to
operate and maintain a cable system in the City of Burlingame, California ("System") pursuant to a
non-exclusive franchise ("Franchise") granted by the City; and
WHEREAS, on September 23, 1998, the City approved a renewal of the Franchise pursuant
to an amended franchise agreement ("Amended Franchise"); and
WHEREAS, pursuant to the Agreement and Plan ofRestructuring and Merger among AT&T
Corporation ("AT&T"); a newly formed, wholly owned subsidiary of AT&T ("Merger Sub"); and
Tele-Communications, Inc. ("TCP'), the parent of Grantee, dated as of June 23, 1998 ("Merger
Agreement'), Merger Sub will merge with and into TCI with TCI as the surviving corporation in the
merger, and as a result of the transactions contemplated in the Merger Agreement, TCI will become
a wholly owned subsidiary of AT&T (collectively "Transactions"); and
WHEREAS, the Grantee will continue to hold the Franchise after the consummation of the
Transactions; and
WHEREAS, the Federal Government has largely preempted the ability of the City to regulate
the transfer of the Franchise; and
WHEREAS, a FCC Form 394 has been filed by AT&T Corporation and the Grantee with
the City; and
WHEREAS, the Grantee has requested the City to consent to the Transactions as provided
by the Municipal Code; and
WHEREAS, AT&T Corporation and TCI have expressly acknowledged that they are aware
of the Amended Franchise as well as the Franchise as it existed before the Amended Franchise; and
WHEREAS, AT&T Corporation and TCI have expressly acknowledged that the Grantee will
be required to comply with the terms of the Amended Franchise; and
WHEREAS, the corporate structure that will exist after the Merger is concluded is generally
shown in Exhibit A hereto; and
WHEREAS, it appears from the Form 394 filed with the City that AT&T has the
qualifications and financial and technical capability derived from the Transactions to ensure that the
Grantee will operate and maintain the System and comply with the requirements of the Franchise,
WHEREAS, the Council considered the request of AT&T and TCI at a public hearing and
considered all evidence presented regarding the Transactions,
NOW, THEREFORE BE IT RESOLVED, the City Council ofthe City ofBurlingame does
hereby resolve, determine, and find as follows:
1. Pursuant to Burlingame Municipal Code Section 6.48. 100 and Federal law, the City
hereby consents to the Transactions described at
applicable law.
and
I, Judith A. Malfatti, City Clerk of the City ofBurlingame, do hereby certify that the foregoing
Resolution was introduced at a regular meeting of the City Council held on the 2ndday of NOVEMQER
1998, and was adopted thereafter by the following vote:
AYES: COUNCILMEMBERS: JANNEY, KNIGHT, 0-MAHONY, SPINELLI
NOES: COUNCILMEMEERS: NONE
ABSENT: COUNCILMEMBERS: GALL I GAN
City Clerk
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