019-12 - Resolution - Change of Control for Wavedivision HoldingsRESOLUTION NO. 019-12
Introduced by: City Attorney
Reviewed by: City Attorney
Introduced: July 24, 2012
Adopted: July 24, 2012
A RESOLUTION OF THE CITY OF PORT ORCHARD,
WASHINGTON, GRANTING CONSENT AND APPROVAL TO
CHANGE OF CONTROL TRANSACTION FOR WAVEDIVISION
HOLDINGS, LLC
WHEREAS, WaveDivision IV, LLC, a Washington limited liability company
d/b/a Wave Broadband ("Franchisee") currently holds a non-exclusive franchise (the
"Franchise") granted by the City of Port Orchard, Washington, (the "City") to own and
operate a cable system in the City; and
WHEREAS, Franchisee is a wholly-owned subsidiary of WaveDivision
Holdings, LLC, a Delaware limited liability company ("Wave Parent"); and
WHEREAS, on May 30, 2012, OH WDH Holdco, LLC, a Delaware limited
liability company affiliated with Oak Hill Capital Partners III, L.P. ("Oak Hill"), in
conjunction with WaveDivision Capital, LLC, a Washington limited liability company
controlled by Wave Parent's Chief Executive Officer Steve Weed, entered into a
definitive agreement to acquire Wave Parent from its current majority owners,
principally three affiliates of Sandler Capital Management (the "Transaction"); and
WHEREAS, Wave Parent and Oak Hill have filed FCC Form 394 with the City
and have provided the City with all information regarding the Transaction required by
applicable law (collectively, the "Application"); and
WHEREAS, the City has reviewed the Application and has not identified any
grounds for opposing the Transaction; and
WHEREAS, To the best of the City's knowledge and belief, there are no existing
facts or circumstances that with or without the giving of notice or the passage of time, or
both, would constitute a default of any term or condition of the Franchise; now,
therefore,
THE CITY COUNCIL OF THE CITY OF PORT ORCHARD,
WASHINGTON, HEREBY RESOLVES AS FOLLOWS:
THAT: The City consents to and approves of the Transaction to the extent
required by the terms of the Franchise and applicable law; and
FURTHER THAT: Effective upon the closing of the Transaction, the Franchisee
shall remain responsible for any obligations and liabilities under the Franchise.
Resolution No. 019-12
Page 2 of 2
PASS ED by the City Council of the City of Port Orchard, SIGNED by the Mayor and
attested by the City Clerk in authentication of such passage this 24th day of July 2012.
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Timothy C. Mftthes, Mayor
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Branoy Rinearson, CMC, City Clerk