daniels and assoc
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2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303 321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Dan~e ls amp Associates Inc to support its clients needs with all of its resources experience and concerted judgement Daniels as a company is unique servlng the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers experbise in four key areas of cable system management administration marketimg accounting and engineering Daniels operates 21 cable systems in 11 stiaes and is one of the few companies that manages systems it does not conttol testimony to its clients trust and regard
The Brokerage Division has led the cabQe industry in volume of sales initiated every year since 1958 when it was forrned as part of a cornmi tment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide th~ analysis and his own judgement and perspective to prospective buyers to ~nsure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and maDY sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit
Daniels has been an industry innovatqr and has introduced a number of major companies to the cable industry includ~ ng
Times-Mirror Company Teleprompter Corporation Chicago Tribune Scripps-Howard Broadcasting Storer Broadcasting Capital Cities Communications General Tire amp Rubber Cox Broadcasting Corporation
As a client you may be assured of 1t1e highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
One of the amenities of the plush Daniels office is an executivcent dining room
Setting the table Denver-based Daniels amp Associates offers Cl tull menu of specialized services for the cable industryW hen I first came here in
1965 we just had a numshyber of people who wore a
number of hats reports Daniels amp Associates Vice Chairman and CEO John Saeman Wed go on a business trip wed be a broker wed be a consultant wed be an operating head It just depended on what part of the company we were going to and who was doing it This scatter-gun apshyproach of course suited a new inshydustry and suited the personality of company founder and Chairman Bill Daniels
But just as the cable television industry as a whole has changed and turned to specialization so has Daniels amp Associates where specialization in the companys diverse cable interests has become necessary and where the company has begun to shed its entreshypreneurial and eclectic approach in favor of a disciplined functional organizational chart
And although Denvers pioneering ca ble concern has necessarily had to mature along with the rest of the industry it has not given up innovashytion or its characteristic willingness to explore new territory particularly in
the financial servic(ls arena Nor has the company whicH has brought the likes of Irving Kah~ Monroe Rifkin and Gene Schneider into the cable television business lost its proselyshytizing spirit having brought into its fold over the past year anum ber of top executives from outside of the cable television industry
Today Daniels ampIAssociates stands as one of few truly diverse cable communications cOfIlpanies It is one of the countrys top iMSOs operating 24 cable systems inl 12 states It is a general partner i~ Rainbow Proshygramming one of tlie more successful new cable programiners of the past couple years It has ~een instrumental in establishing The ~entennial Fund an innovative equity fund ($50 million) for cable operators lit has ventured into the pu blic offerihg of limited cable partnerships throijgh the recently formed American C~ble TV Investors It remains cable telJvisions foremost investment-banker
Commenting on the companys Iongmiddotmiddotstanding involvement in both cable operation and brokerage CEO Saeman remarks 1jhe operating part has always been an important part of
the Daniels operation We like the business and we know it and it s profita ble I t gives us a dimension as an investment banker and broker that typically an investment banker and broker doesnt have-an ability to relate to operating situations is a definite and distinct advantage
In termsof revenues Saeman emphasizes however the most imshyportant segment business of our operation today really is the brokerage and investment banking business
This emphasis on the investment banking side of the operation has led the company in the recent past to solidify its brokerage arm and find the financial specialists needed to serve the changing financial environment of cable television
Comments Saeman I think the nature of the marketplace is changing on a daily basis and many of the restructurings that have taken place over the last two years have come about because of the need to grow with the industrys needs
The financial pressures of the last couple of years on many cable operashytors have been obvious particularly with the kind of interest rates we have had The number of mergers and acquisitions that have taken place over the last couple of years is a matter of history [Cable Vision] reports on those in every edition Its kind of mindshyboggling and we dont see much happening thats going to change that
If anything the marketplace is going to continue to grow because the industry itself ismiddot growing at a rapid pace The demand for capital is great the demand for financial services is great We see that continuing very aggressively and our restructuring
Tom Marinkovich has served as Daniels president and chief operating officer since April 1981
over t he past few yea rs has reOected that
This restructuring in fact has meant seeking out top people in financial fields and starts at the very top of the Daniels organization President and chief operating officer of the company since April 1981 is Tom Marinkovich who Vice Chairshyman Saeman reports brings a very special discipline with him Tom was the senior tax partner at Price-Watershyhouse here in Denver and managed the tax department of 17 people
And Saeman continues if theres anything the cable industry has a need for today with the many structures we have its tax advice That kind of discipline embodied in the president and chief operating officer is a distinct advantage we get great utilization out of Toms talent in that area
Complementing the tax experience of Marinkovich is another Daniels newcomer Executive Vice President and Corporate Counsel Bob NageL Saeman reports that Nagel had been legal counsel to Daniels for the past ten years and we were able to entice him away to join us on a full-time basis Bob is a key member of our group and his principal focus is to function as a corporate counsel for us He interrelates on aJilegal matters that pertain to operations but has a fair amount of focus toward the investshyment banking and brokerage side in terms of contract administration and things of that kind which are critical to make that department work
Rounding out the senior executive
Vice Chairman and Chief Executive Officer John Saeman has proven that he is a man of ma~y different hats Says Saenian The nature of the milfketplace is changing on adaiZJ basis
staff for the investment banking division is yet another newcomer to Daniels and to cable television Execushytive Vice President F red Vierra who joined Daniels one Iyear ago and is the day-to-day operaiting head of the division Vierra joined Daniels from Denvers other farT0us company the Coors brewery where he was vice president of sales
Finally Daniels most recent signifishycant personnel move serves to provide further evidence pf the companys
A shot of the conference room in the new Daniels complex
commitment to its investment banking division This was the recent elevation of four of its investment bankers to the status of senior vice president Hugh McCulloh and Jay Busch team up in the Midwest and Northeast as senior vice presidents of respectively mershygers and acquisitions and investment services In the Southeast and West Bob Holman became senior vice president mergers and acquisitions and Tim David senior vice president investment services
Saeman explains the tandem apshyproach to Daniels investment banking territories We have representation by geographic area and the brokerage representative is out trying to work under an agency agreement to represhysent those people on the sale of their cable system At the same time working in the same territory is an investment banker who is contacting cable operators to determine financial needs growth capital rebuild capashycities and whatever These people work as a team because they have constant resource information they can share with each other Thats what we have embodied in these teams and we have developed a business opporshytunity out of it
The brokerage operation itself Saeman says developed out of the companys investment services activishyties at first by accident and fmally by design Having developed the inshyvestment banking thing we found ourselves in a position where obviousshy
~__-- Business L-shy____------______
Iy if a cable operator came in and said Im ready to sell we could take him to the marketplace with no problem In investment banking on the other hand if a ca ble opera tor needs expanshysion capital refinancing whatever its easy We can take him to the marketshyplace These are very cut and dried black and white issues
What we found happening in the last couple years in the cable industry is some people just didnt fit those categories Saeman continues You get people like say Bob Hughes in the formation of Prime Cable Bob didnt want to sell Prime Cable but he had debt capacity that was all used up For example he bought his first system in Jackson Hole Wyoming it stood on its own He wants to grow some more Bob makes a deal with Peter Gilbert for his cable system in Buffalo and Bob can get debt for that particular transaction without any problem But he needs $16 million worth of equity We couldnt fill that niche in a readily ascertaina ble manner
Obviously we knew some people and some things of that nature but Bob through venture capital sources which he solicited on his own was able to raise that $16 million
What we decided we needed to do was to fill that gap in there with something After a period of time we solidified that and are sponsoring a company called The Centennial Fund The Centennial Fund is a $50-million venture capital company which is headquartered here in Denver and which will have as one of its general partners Steve Halstead who had run our investment banking group
Daniels alumnus Halstead along with the other general partner Jack Tankersley who previously was afshy
executive Vice President and Corporshyate Coumel Bob Nagel handles the legal aspects and focusses in on investment banking
Looking in on Bill Daniels new headquarters Insert Bill Daniels
filiated with the ventllre capital arm of the Continental IIlinois Bank in Chicago will head up the fund Saeman comments tha t Jack was a proven venture capita li st and in fact had led the offering for Prime Cable Steve as a proven inJestment banker in the cable industry knows a lot of cable operators knows their needs and knows how they t hink So these two guys are running The Centennial Fund and it bridges the gap
The Centennial F~nd plans to raise 40 percent of the $50 million during the first year and 30 percent in each of the two subsequent I years Saeman reports that the minimum available ~nvestme~t in thefun9 is $2 million so It theoretIcally wIll have no more than 25 participants when iit finally closes
The intention of Ithe fund Saeshyman observes is to by a major leader an underwriting leader in cable communica tions-rela ted transactions We expect it to mltlke a series of substantial lets say three to five million dollar lead investments in cable operating comp~nies
But Saeman cautions the fund wi II not be excl usi-yely ca bl e its designed as a general purpose venture fund It will look at things that are beyond cable operations but I would expect its heavy focus to be in the cable communications industry By that I dont mean to limit it merely to operating situations It could also be involved in software it has been involved in a company called American Home Video which owns a chain of retail stores across the United States specializing in end user produCtsshylarge screen television sets video recorders video cameras video discs
etc We felt that what the consumer used to view our product could be considered to be part of the cable communications environment so we made an investment in that company
So with The Centennial Fund established through the support and assistance of Daniels amp Associates the companys most recent venture also took on an investment equity charshyacteristic This is the Daniels limited partnership American Cable TV Investors which is a joint venture middotof Daniels amp Associates and Integrated Resources Inc a diversified financial service organization headquartered in New York
According to a promotional broshychure on the recently formed limited partnership it is a publicly offered limited partnership that will engage primarily in the acquisition developshyment and operation of existing cable television systems in the United States The partnership does not intend to become involved in negotiations with local government agencies for new franchises except possibly in areas in the vicinity of franchises owned by ACT I
The first offering ACT I is a $25 million offering with a unit price of $500 and a minimum purchase of five units Like other well known cable limited partnerships one of the prinshycipal advantages of ACT I is as a tax savings but the partners promotional literature also lists appreciation capital preservation and cash flow as objectives of the fund
Systems purchased by the fund will be managed by Daniels amp Associates operating division And of course this arrangement once again points
BusilllS5 ~I_______-------------------1
out the built-in advantages Daniels has because of its financial and operating knowledge of cable televishysion systems A company spokesman remarks that Daniels became involved in the limited partnership bec~use the company realizes there is now a market for cable investment beyond the heavyweight investor The
company credits cables current popushylarity for this and gives due credit to Jones Intercable for pioneering cable limited partnerships
So as it has always been at Daniels through the entrenreneurial spirit of its founder one ithing has led to another-new bloop has been brought in new companiesiformed new divi-
Executive Vice President Fred Vierra only a one-rear veteran1with the company has added his sales experience to the investment banking di~ision
sions mounted-all because of needs unearthed by Daniels investment bankers The companys most recent efforts The Centennial Fund and American Cable TV Investors finally complete the Daniels circle closing the arc of capital formation to comshyplement Daniels existing brokerage and operating arms
And to cap what has been a landshymark year at Daniels the company has just recently moved into plush new headquarters in Denvers exclusive Cherry Creek section The new fourshystory office complex includes employshyee and executive dining facilities a racquetball court spacious tasteful executive offices state-of-the-art electronic conference and presentation facilities among other amenities
Its a long way from company founder Bill Daniels days as roughshyneck cable operator in the hinterlands of Wyoming Colorado and other western states Little did Bill Daniels realize when he first saw television in a Denver bar in the 1950s that the experience would lead to the formashytion of one of cables leading investshyment firms operators personnel recruiters and in fact the formation of the foundation of an entire industry
~---------------------------------------------------------------------------------~
copy1982 Titsch Publishing Inc All rights reserved Reprinted fro m the January 11th issue of CableVision with permission
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
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Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
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$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
~ J ID gt a a w[ ] u f=
( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
One of the amenities of the plush Daniels office is an executivcent dining room
Setting the table Denver-based Daniels amp Associates offers Cl tull menu of specialized services for the cable industryW hen I first came here in
1965 we just had a numshyber of people who wore a
number of hats reports Daniels amp Associates Vice Chairman and CEO John Saeman Wed go on a business trip wed be a broker wed be a consultant wed be an operating head It just depended on what part of the company we were going to and who was doing it This scatter-gun apshyproach of course suited a new inshydustry and suited the personality of company founder and Chairman Bill Daniels
But just as the cable television industry as a whole has changed and turned to specialization so has Daniels amp Associates where specialization in the companys diverse cable interests has become necessary and where the company has begun to shed its entreshypreneurial and eclectic approach in favor of a disciplined functional organizational chart
And although Denvers pioneering ca ble concern has necessarily had to mature along with the rest of the industry it has not given up innovashytion or its characteristic willingness to explore new territory particularly in
the financial servic(ls arena Nor has the company whicH has brought the likes of Irving Kah~ Monroe Rifkin and Gene Schneider into the cable television business lost its proselyshytizing spirit having brought into its fold over the past year anum ber of top executives from outside of the cable television industry
Today Daniels ampIAssociates stands as one of few truly diverse cable communications cOfIlpanies It is one of the countrys top iMSOs operating 24 cable systems inl 12 states It is a general partner i~ Rainbow Proshygramming one of tlie more successful new cable programiners of the past couple years It has ~een instrumental in establishing The ~entennial Fund an innovative equity fund ($50 million) for cable operators lit has ventured into the pu blic offerihg of limited cable partnerships throijgh the recently formed American C~ble TV Investors It remains cable telJvisions foremost investment-banker
Commenting on the companys Iongmiddotmiddotstanding involvement in both cable operation and brokerage CEO Saeman remarks 1jhe operating part has always been an important part of
the Daniels operation We like the business and we know it and it s profita ble I t gives us a dimension as an investment banker and broker that typically an investment banker and broker doesnt have-an ability to relate to operating situations is a definite and distinct advantage
In termsof revenues Saeman emphasizes however the most imshyportant segment business of our operation today really is the brokerage and investment banking business
This emphasis on the investment banking side of the operation has led the company in the recent past to solidify its brokerage arm and find the financial specialists needed to serve the changing financial environment of cable television
Comments Saeman I think the nature of the marketplace is changing on a daily basis and many of the restructurings that have taken place over the last two years have come about because of the need to grow with the industrys needs
The financial pressures of the last couple of years on many cable operashytors have been obvious particularly with the kind of interest rates we have had The number of mergers and acquisitions that have taken place over the last couple of years is a matter of history [Cable Vision] reports on those in every edition Its kind of mindshyboggling and we dont see much happening thats going to change that
If anything the marketplace is going to continue to grow because the industry itself ismiddot growing at a rapid pace The demand for capital is great the demand for financial services is great We see that continuing very aggressively and our restructuring
Tom Marinkovich has served as Daniels president and chief operating officer since April 1981
over t he past few yea rs has reOected that
This restructuring in fact has meant seeking out top people in financial fields and starts at the very top of the Daniels organization President and chief operating officer of the company since April 1981 is Tom Marinkovich who Vice Chairshyman Saeman reports brings a very special discipline with him Tom was the senior tax partner at Price-Watershyhouse here in Denver and managed the tax department of 17 people
And Saeman continues if theres anything the cable industry has a need for today with the many structures we have its tax advice That kind of discipline embodied in the president and chief operating officer is a distinct advantage we get great utilization out of Toms talent in that area
Complementing the tax experience of Marinkovich is another Daniels newcomer Executive Vice President and Corporate Counsel Bob NageL Saeman reports that Nagel had been legal counsel to Daniels for the past ten years and we were able to entice him away to join us on a full-time basis Bob is a key member of our group and his principal focus is to function as a corporate counsel for us He interrelates on aJilegal matters that pertain to operations but has a fair amount of focus toward the investshyment banking and brokerage side in terms of contract administration and things of that kind which are critical to make that department work
Rounding out the senior executive
Vice Chairman and Chief Executive Officer John Saeman has proven that he is a man of ma~y different hats Says Saenian The nature of the milfketplace is changing on adaiZJ basis
staff for the investment banking division is yet another newcomer to Daniels and to cable television Execushytive Vice President F red Vierra who joined Daniels one Iyear ago and is the day-to-day operaiting head of the division Vierra joined Daniels from Denvers other farT0us company the Coors brewery where he was vice president of sales
Finally Daniels most recent signifishycant personnel move serves to provide further evidence pf the companys
A shot of the conference room in the new Daniels complex
commitment to its investment banking division This was the recent elevation of four of its investment bankers to the status of senior vice president Hugh McCulloh and Jay Busch team up in the Midwest and Northeast as senior vice presidents of respectively mershygers and acquisitions and investment services In the Southeast and West Bob Holman became senior vice president mergers and acquisitions and Tim David senior vice president investment services
Saeman explains the tandem apshyproach to Daniels investment banking territories We have representation by geographic area and the brokerage representative is out trying to work under an agency agreement to represhysent those people on the sale of their cable system At the same time working in the same territory is an investment banker who is contacting cable operators to determine financial needs growth capital rebuild capashycities and whatever These people work as a team because they have constant resource information they can share with each other Thats what we have embodied in these teams and we have developed a business opporshytunity out of it
The brokerage operation itself Saeman says developed out of the companys investment services activishyties at first by accident and fmally by design Having developed the inshyvestment banking thing we found ourselves in a position where obviousshy
~__-- Business L-shy____------______
Iy if a cable operator came in and said Im ready to sell we could take him to the marketplace with no problem In investment banking on the other hand if a ca ble opera tor needs expanshysion capital refinancing whatever its easy We can take him to the marketshyplace These are very cut and dried black and white issues
What we found happening in the last couple years in the cable industry is some people just didnt fit those categories Saeman continues You get people like say Bob Hughes in the formation of Prime Cable Bob didnt want to sell Prime Cable but he had debt capacity that was all used up For example he bought his first system in Jackson Hole Wyoming it stood on its own He wants to grow some more Bob makes a deal with Peter Gilbert for his cable system in Buffalo and Bob can get debt for that particular transaction without any problem But he needs $16 million worth of equity We couldnt fill that niche in a readily ascertaina ble manner
Obviously we knew some people and some things of that nature but Bob through venture capital sources which he solicited on his own was able to raise that $16 million
What we decided we needed to do was to fill that gap in there with something After a period of time we solidified that and are sponsoring a company called The Centennial Fund The Centennial Fund is a $50-million venture capital company which is headquartered here in Denver and which will have as one of its general partners Steve Halstead who had run our investment banking group
Daniels alumnus Halstead along with the other general partner Jack Tankersley who previously was afshy
executive Vice President and Corporshyate Coumel Bob Nagel handles the legal aspects and focusses in on investment banking
Looking in on Bill Daniels new headquarters Insert Bill Daniels
filiated with the ventllre capital arm of the Continental IIlinois Bank in Chicago will head up the fund Saeman comments tha t Jack was a proven venture capita li st and in fact had led the offering for Prime Cable Steve as a proven inJestment banker in the cable industry knows a lot of cable operators knows their needs and knows how they t hink So these two guys are running The Centennial Fund and it bridges the gap
The Centennial F~nd plans to raise 40 percent of the $50 million during the first year and 30 percent in each of the two subsequent I years Saeman reports that the minimum available ~nvestme~t in thefun9 is $2 million so It theoretIcally wIll have no more than 25 participants when iit finally closes
The intention of Ithe fund Saeshyman observes is to by a major leader an underwriting leader in cable communica tions-rela ted transactions We expect it to mltlke a series of substantial lets say three to five million dollar lead investments in cable operating comp~nies
But Saeman cautions the fund wi II not be excl usi-yely ca bl e its designed as a general purpose venture fund It will look at things that are beyond cable operations but I would expect its heavy focus to be in the cable communications industry By that I dont mean to limit it merely to operating situations It could also be involved in software it has been involved in a company called American Home Video which owns a chain of retail stores across the United States specializing in end user produCtsshylarge screen television sets video recorders video cameras video discs
etc We felt that what the consumer used to view our product could be considered to be part of the cable communications environment so we made an investment in that company
So with The Centennial Fund established through the support and assistance of Daniels amp Associates the companys most recent venture also took on an investment equity charshyacteristic This is the Daniels limited partnership American Cable TV Investors which is a joint venture middotof Daniels amp Associates and Integrated Resources Inc a diversified financial service organization headquartered in New York
According to a promotional broshychure on the recently formed limited partnership it is a publicly offered limited partnership that will engage primarily in the acquisition developshyment and operation of existing cable television systems in the United States The partnership does not intend to become involved in negotiations with local government agencies for new franchises except possibly in areas in the vicinity of franchises owned by ACT I
The first offering ACT I is a $25 million offering with a unit price of $500 and a minimum purchase of five units Like other well known cable limited partnerships one of the prinshycipal advantages of ACT I is as a tax savings but the partners promotional literature also lists appreciation capital preservation and cash flow as objectives of the fund
Systems purchased by the fund will be managed by Daniels amp Associates operating division And of course this arrangement once again points
BusilllS5 ~I_______-------------------1
out the built-in advantages Daniels has because of its financial and operating knowledge of cable televishysion systems A company spokesman remarks that Daniels became involved in the limited partnership bec~use the company realizes there is now a market for cable investment beyond the heavyweight investor The
company credits cables current popushylarity for this and gives due credit to Jones Intercable for pioneering cable limited partnerships
So as it has always been at Daniels through the entrenreneurial spirit of its founder one ithing has led to another-new bloop has been brought in new companiesiformed new divi-
Executive Vice President Fred Vierra only a one-rear veteran1with the company has added his sales experience to the investment banking di~ision
sions mounted-all because of needs unearthed by Daniels investment bankers The companys most recent efforts The Centennial Fund and American Cable TV Investors finally complete the Daniels circle closing the arc of capital formation to comshyplement Daniels existing brokerage and operating arms
And to cap what has been a landshymark year at Daniels the company has just recently moved into plush new headquarters in Denvers exclusive Cherry Creek section The new fourshystory office complex includes employshyee and executive dining facilities a racquetball court spacious tasteful executive offices state-of-the-art electronic conference and presentation facilities among other amenities
Its a long way from company founder Bill Daniels days as roughshyneck cable operator in the hinterlands of Wyoming Colorado and other western states Little did Bill Daniels realize when he first saw television in a Denver bar in the 1950s that the experience would lead to the formashytion of one of cables leading investshyment firms operators personnel recruiters and in fact the formation of the foundation of an entire industry
~---------------------------------------------------------------------------------~
copy1982 Titsch Publishing Inc All rights reserved Reprinted fro m the January 11th issue of CableVision with permission
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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I II
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
-I
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t-Z
J lt
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u
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IL
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
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( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
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0
w-] 0 laquo
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]
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J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
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0
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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z
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
over t he past few yea rs has reOected that
This restructuring in fact has meant seeking out top people in financial fields and starts at the very top of the Daniels organization President and chief operating officer of the company since April 1981 is Tom Marinkovich who Vice Chairshyman Saeman reports brings a very special discipline with him Tom was the senior tax partner at Price-Watershyhouse here in Denver and managed the tax department of 17 people
And Saeman continues if theres anything the cable industry has a need for today with the many structures we have its tax advice That kind of discipline embodied in the president and chief operating officer is a distinct advantage we get great utilization out of Toms talent in that area
Complementing the tax experience of Marinkovich is another Daniels newcomer Executive Vice President and Corporate Counsel Bob NageL Saeman reports that Nagel had been legal counsel to Daniels for the past ten years and we were able to entice him away to join us on a full-time basis Bob is a key member of our group and his principal focus is to function as a corporate counsel for us He interrelates on aJilegal matters that pertain to operations but has a fair amount of focus toward the investshyment banking and brokerage side in terms of contract administration and things of that kind which are critical to make that department work
Rounding out the senior executive
Vice Chairman and Chief Executive Officer John Saeman has proven that he is a man of ma~y different hats Says Saenian The nature of the milfketplace is changing on adaiZJ basis
staff for the investment banking division is yet another newcomer to Daniels and to cable television Execushytive Vice President F red Vierra who joined Daniels one Iyear ago and is the day-to-day operaiting head of the division Vierra joined Daniels from Denvers other farT0us company the Coors brewery where he was vice president of sales
Finally Daniels most recent signifishycant personnel move serves to provide further evidence pf the companys
A shot of the conference room in the new Daniels complex
commitment to its investment banking division This was the recent elevation of four of its investment bankers to the status of senior vice president Hugh McCulloh and Jay Busch team up in the Midwest and Northeast as senior vice presidents of respectively mershygers and acquisitions and investment services In the Southeast and West Bob Holman became senior vice president mergers and acquisitions and Tim David senior vice president investment services
Saeman explains the tandem apshyproach to Daniels investment banking territories We have representation by geographic area and the brokerage representative is out trying to work under an agency agreement to represhysent those people on the sale of their cable system At the same time working in the same territory is an investment banker who is contacting cable operators to determine financial needs growth capital rebuild capashycities and whatever These people work as a team because they have constant resource information they can share with each other Thats what we have embodied in these teams and we have developed a business opporshytunity out of it
The brokerage operation itself Saeman says developed out of the companys investment services activishyties at first by accident and fmally by design Having developed the inshyvestment banking thing we found ourselves in a position where obviousshy
~__-- Business L-shy____------______
Iy if a cable operator came in and said Im ready to sell we could take him to the marketplace with no problem In investment banking on the other hand if a ca ble opera tor needs expanshysion capital refinancing whatever its easy We can take him to the marketshyplace These are very cut and dried black and white issues
What we found happening in the last couple years in the cable industry is some people just didnt fit those categories Saeman continues You get people like say Bob Hughes in the formation of Prime Cable Bob didnt want to sell Prime Cable but he had debt capacity that was all used up For example he bought his first system in Jackson Hole Wyoming it stood on its own He wants to grow some more Bob makes a deal with Peter Gilbert for his cable system in Buffalo and Bob can get debt for that particular transaction without any problem But he needs $16 million worth of equity We couldnt fill that niche in a readily ascertaina ble manner
Obviously we knew some people and some things of that nature but Bob through venture capital sources which he solicited on his own was able to raise that $16 million
What we decided we needed to do was to fill that gap in there with something After a period of time we solidified that and are sponsoring a company called The Centennial Fund The Centennial Fund is a $50-million venture capital company which is headquartered here in Denver and which will have as one of its general partners Steve Halstead who had run our investment banking group
Daniels alumnus Halstead along with the other general partner Jack Tankersley who previously was afshy
executive Vice President and Corporshyate Coumel Bob Nagel handles the legal aspects and focusses in on investment banking
Looking in on Bill Daniels new headquarters Insert Bill Daniels
filiated with the ventllre capital arm of the Continental IIlinois Bank in Chicago will head up the fund Saeman comments tha t Jack was a proven venture capita li st and in fact had led the offering for Prime Cable Steve as a proven inJestment banker in the cable industry knows a lot of cable operators knows their needs and knows how they t hink So these two guys are running The Centennial Fund and it bridges the gap
The Centennial F~nd plans to raise 40 percent of the $50 million during the first year and 30 percent in each of the two subsequent I years Saeman reports that the minimum available ~nvestme~t in thefun9 is $2 million so It theoretIcally wIll have no more than 25 participants when iit finally closes
The intention of Ithe fund Saeshyman observes is to by a major leader an underwriting leader in cable communica tions-rela ted transactions We expect it to mltlke a series of substantial lets say three to five million dollar lead investments in cable operating comp~nies
But Saeman cautions the fund wi II not be excl usi-yely ca bl e its designed as a general purpose venture fund It will look at things that are beyond cable operations but I would expect its heavy focus to be in the cable communications industry By that I dont mean to limit it merely to operating situations It could also be involved in software it has been involved in a company called American Home Video which owns a chain of retail stores across the United States specializing in end user produCtsshylarge screen television sets video recorders video cameras video discs
etc We felt that what the consumer used to view our product could be considered to be part of the cable communications environment so we made an investment in that company
So with The Centennial Fund established through the support and assistance of Daniels amp Associates the companys most recent venture also took on an investment equity charshyacteristic This is the Daniels limited partnership American Cable TV Investors which is a joint venture middotof Daniels amp Associates and Integrated Resources Inc a diversified financial service organization headquartered in New York
According to a promotional broshychure on the recently formed limited partnership it is a publicly offered limited partnership that will engage primarily in the acquisition developshyment and operation of existing cable television systems in the United States The partnership does not intend to become involved in negotiations with local government agencies for new franchises except possibly in areas in the vicinity of franchises owned by ACT I
The first offering ACT I is a $25 million offering with a unit price of $500 and a minimum purchase of five units Like other well known cable limited partnerships one of the prinshycipal advantages of ACT I is as a tax savings but the partners promotional literature also lists appreciation capital preservation and cash flow as objectives of the fund
Systems purchased by the fund will be managed by Daniels amp Associates operating division And of course this arrangement once again points
BusilllS5 ~I_______-------------------1
out the built-in advantages Daniels has because of its financial and operating knowledge of cable televishysion systems A company spokesman remarks that Daniels became involved in the limited partnership bec~use the company realizes there is now a market for cable investment beyond the heavyweight investor The
company credits cables current popushylarity for this and gives due credit to Jones Intercable for pioneering cable limited partnerships
So as it has always been at Daniels through the entrenreneurial spirit of its founder one ithing has led to another-new bloop has been brought in new companiesiformed new divi-
Executive Vice President Fred Vierra only a one-rear veteran1with the company has added his sales experience to the investment banking di~ision
sions mounted-all because of needs unearthed by Daniels investment bankers The companys most recent efforts The Centennial Fund and American Cable TV Investors finally complete the Daniels circle closing the arc of capital formation to comshyplement Daniels existing brokerage and operating arms
And to cap what has been a landshymark year at Daniels the company has just recently moved into plush new headquarters in Denvers exclusive Cherry Creek section The new fourshystory office complex includes employshyee and executive dining facilities a racquetball court spacious tasteful executive offices state-of-the-art electronic conference and presentation facilities among other amenities
Its a long way from company founder Bill Daniels days as roughshyneck cable operator in the hinterlands of Wyoming Colorado and other western states Little did Bill Daniels realize when he first saw television in a Denver bar in the 1950s that the experience would lead to the formashytion of one of cables leading investshyment firms operators personnel recruiters and in fact the formation of the foundation of an entire industry
~---------------------------------------------------------------------------------~
copy1982 Titsch Publishing Inc All rights reserved Reprinted fro m the January 11th issue of CableVision with permission
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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a w UJ ~
UJ Z gtshyltl ltl
z ltl] UJ
a
Q
J ltl UJ
)
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J
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
~ J ID gt a a w[ ] u f=
( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
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f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
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II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
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- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
~__-- Business L-shy____------______
Iy if a cable operator came in and said Im ready to sell we could take him to the marketplace with no problem In investment banking on the other hand if a ca ble opera tor needs expanshysion capital refinancing whatever its easy We can take him to the marketshyplace These are very cut and dried black and white issues
What we found happening in the last couple years in the cable industry is some people just didnt fit those categories Saeman continues You get people like say Bob Hughes in the formation of Prime Cable Bob didnt want to sell Prime Cable but he had debt capacity that was all used up For example he bought his first system in Jackson Hole Wyoming it stood on its own He wants to grow some more Bob makes a deal with Peter Gilbert for his cable system in Buffalo and Bob can get debt for that particular transaction without any problem But he needs $16 million worth of equity We couldnt fill that niche in a readily ascertaina ble manner
Obviously we knew some people and some things of that nature but Bob through venture capital sources which he solicited on his own was able to raise that $16 million
What we decided we needed to do was to fill that gap in there with something After a period of time we solidified that and are sponsoring a company called The Centennial Fund The Centennial Fund is a $50-million venture capital company which is headquartered here in Denver and which will have as one of its general partners Steve Halstead who had run our investment banking group
Daniels alumnus Halstead along with the other general partner Jack Tankersley who previously was afshy
executive Vice President and Corporshyate Coumel Bob Nagel handles the legal aspects and focusses in on investment banking
Looking in on Bill Daniels new headquarters Insert Bill Daniels
filiated with the ventllre capital arm of the Continental IIlinois Bank in Chicago will head up the fund Saeman comments tha t Jack was a proven venture capita li st and in fact had led the offering for Prime Cable Steve as a proven inJestment banker in the cable industry knows a lot of cable operators knows their needs and knows how they t hink So these two guys are running The Centennial Fund and it bridges the gap
The Centennial F~nd plans to raise 40 percent of the $50 million during the first year and 30 percent in each of the two subsequent I years Saeman reports that the minimum available ~nvestme~t in thefun9 is $2 million so It theoretIcally wIll have no more than 25 participants when iit finally closes
The intention of Ithe fund Saeshyman observes is to by a major leader an underwriting leader in cable communica tions-rela ted transactions We expect it to mltlke a series of substantial lets say three to five million dollar lead investments in cable operating comp~nies
But Saeman cautions the fund wi II not be excl usi-yely ca bl e its designed as a general purpose venture fund It will look at things that are beyond cable operations but I would expect its heavy focus to be in the cable communications industry By that I dont mean to limit it merely to operating situations It could also be involved in software it has been involved in a company called American Home Video which owns a chain of retail stores across the United States specializing in end user produCtsshylarge screen television sets video recorders video cameras video discs
etc We felt that what the consumer used to view our product could be considered to be part of the cable communications environment so we made an investment in that company
So with The Centennial Fund established through the support and assistance of Daniels amp Associates the companys most recent venture also took on an investment equity charshyacteristic This is the Daniels limited partnership American Cable TV Investors which is a joint venture middotof Daniels amp Associates and Integrated Resources Inc a diversified financial service organization headquartered in New York
According to a promotional broshychure on the recently formed limited partnership it is a publicly offered limited partnership that will engage primarily in the acquisition developshyment and operation of existing cable television systems in the United States The partnership does not intend to become involved in negotiations with local government agencies for new franchises except possibly in areas in the vicinity of franchises owned by ACT I
The first offering ACT I is a $25 million offering with a unit price of $500 and a minimum purchase of five units Like other well known cable limited partnerships one of the prinshycipal advantages of ACT I is as a tax savings but the partners promotional literature also lists appreciation capital preservation and cash flow as objectives of the fund
Systems purchased by the fund will be managed by Daniels amp Associates operating division And of course this arrangement once again points
BusilllS5 ~I_______-------------------1
out the built-in advantages Daniels has because of its financial and operating knowledge of cable televishysion systems A company spokesman remarks that Daniels became involved in the limited partnership bec~use the company realizes there is now a market for cable investment beyond the heavyweight investor The
company credits cables current popushylarity for this and gives due credit to Jones Intercable for pioneering cable limited partnerships
So as it has always been at Daniels through the entrenreneurial spirit of its founder one ithing has led to another-new bloop has been brought in new companiesiformed new divi-
Executive Vice President Fred Vierra only a one-rear veteran1with the company has added his sales experience to the investment banking di~ision
sions mounted-all because of needs unearthed by Daniels investment bankers The companys most recent efforts The Centennial Fund and American Cable TV Investors finally complete the Daniels circle closing the arc of capital formation to comshyplement Daniels existing brokerage and operating arms
And to cap what has been a landshymark year at Daniels the company has just recently moved into plush new headquarters in Denvers exclusive Cherry Creek section The new fourshystory office complex includes employshyee and executive dining facilities a racquetball court spacious tasteful executive offices state-of-the-art electronic conference and presentation facilities among other amenities
Its a long way from company founder Bill Daniels days as roughshyneck cable operator in the hinterlands of Wyoming Colorado and other western states Little did Bill Daniels realize when he first saw television in a Denver bar in the 1950s that the experience would lead to the formashytion of one of cables leading investshyment firms operators personnel recruiters and in fact the formation of the foundation of an entire industry
~---------------------------------------------------------------------------------~
copy1982 Titsch Publishing Inc All rights reserved Reprinted fro m the January 11th issue of CableVision with permission
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
BusilllS5 ~I_______-------------------1
out the built-in advantages Daniels has because of its financial and operating knowledge of cable televishysion systems A company spokesman remarks that Daniels became involved in the limited partnership bec~use the company realizes there is now a market for cable investment beyond the heavyweight investor The
company credits cables current popushylarity for this and gives due credit to Jones Intercable for pioneering cable limited partnerships
So as it has always been at Daniels through the entrenreneurial spirit of its founder one ithing has led to another-new bloop has been brought in new companiesiformed new divi-
Executive Vice President Fred Vierra only a one-rear veteran1with the company has added his sales experience to the investment banking di~ision
sions mounted-all because of needs unearthed by Daniels investment bankers The companys most recent efforts The Centennial Fund and American Cable TV Investors finally complete the Daniels circle closing the arc of capital formation to comshyplement Daniels existing brokerage and operating arms
And to cap what has been a landshymark year at Daniels the company has just recently moved into plush new headquarters in Denvers exclusive Cherry Creek section The new fourshystory office complex includes employshyee and executive dining facilities a racquetball court spacious tasteful executive offices state-of-the-art electronic conference and presentation facilities among other amenities
Its a long way from company founder Bill Daniels days as roughshyneck cable operator in the hinterlands of Wyoming Colorado and other western states Little did Bill Daniels realize when he first saw television in a Denver bar in the 1950s that the experience would lead to the formashytion of one of cables leading investshyment firms operators personnel recruiters and in fact the formation of the foundation of an entire industry
~---------------------------------------------------------------------------------~
copy1982 Titsch Publishing Inc All rights reserved Reprinted fro m the January 11th issue of CableVision with permission
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
J (f)
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z =gt 0 u U ltt U
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J gt-
a w u w Z
lt
] c a z lt w Ci lt
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---
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
- -
~==~~==================================================
~~
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
u II gt Cgtshy
O w u
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
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r ) I J J
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
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~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
A PROFILE OF LEADERSHIP
When a company is first to dedicate itself totally to one specific industrj when it takes innovative strides in that industry and when it continues to expand that industrys growth capabilities that company can justifiably be called a leader Daniels amp Associates is the leader in cable television services
CABLE TELEVISION INNOVATOR Daniels amp Associates was the first
company established for the sole purpose of facilitating cable TV financial transactions From its earliest beginnings the company has innovated cable television brokering system operation marketing and development of sophisticated financial structures That innovation continues to gain momentum today
Many of todays leading cable television companies were introducedto the industry by Daniels American Television and Communications Corp (now part of Tune Inc) Television Communications Corp (now part of Warner CorrununicatiQni Inc) Cox Broadcasting Tunes-Mirror Co and WGN-Continental Broadcasting (The Chicago 1hbune) are some which Daniels brought into this dynamic growing industry As the industry has grown so has the Daniels legacy
As Chairman Bill Daniels and his colleagues developed the financial structures and innovative capital formations required to operate a successful profitable cable system that expertise proved valuable to others in the industry as well The phrase nothing succeeds like success takes on new meaning when applied to the services Daniels amp Associates can offer to those who buy sell operate and invest in cable television properties
r
Today the company includes three divisions the Investment Services Group which offers investment banking services to the cable industry the Brokerage Services Group which assists both buyers and sellers in cable properties transactions and the Management Group which provides business support services to the cable industry
The Daniels people have literally grown up with the cable television industry They have been instrumental in convincing such major financial institutions as 1Tavelers Insurance John Hancock Mutual Life Insurance Company JP Morgan Interfunding (the long-term lending arm of the Morgan Guaranty Bank) and Equitable Life Assurance Society of the United States to lend their financial support to the industry And so Daniels has helped make it possible for cable television to enjoy the credibility and growth potential it so genuinely deserves
FlJLFPLLING CABLES PROMISE Other firms offering brokerage
investment or management services seem continually to appear and disappear Not so with Daniels The company was here 20 years ago when the cable industry was full of promise And the company will be here 50 years from now helping to fulfill that promise
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
- -
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
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~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
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- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
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46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
INVESTMENT SERVICES
fr
bull J L
--~~
jn- 0IJ)7M- tiPVI t
Historically securing debt and equity capital fOf the cable television industry has not been the easiest task Cable is relatively new and in many aspects is a unique business For that reason Daniels amp Associates created its Investment Services Group This core of highly skilled investment professionals understands both cable television and investment banking They are people who succeed at putting lenders and cable operators together-for the benefit of both
SUCCESSFUL FINANCING RESULTS The Daniels Investment Services
Group works through national and regional financial institutions to secure capital for operators of virtually every size ~able system including multi-system and singleshysystem operations The Investment Group takes pride in the faCt it has never failed to secure acommitment for a listed client because thats the very best measure of the groupscompeteuronce and professionalism That success can be attributed to a thorough knowledge of lending procedures-a knowledge that works to the advantage of both lender and operator
When the Daniels Investment Services Group begL1s work with a system operator the first important step is an in-depth analysis of the operators business objectives Debt capacity is studied Growth potential is estimated Operations and management are reviewed The systems financial history is scrutinized All are necessary so the Daniels investment manager can match the system with the appropriate financial resources
If during the analysis and review stage any operational problems are identified Daniels offers solutions to those problems That makes for a better system and eases the financing proced ure
After comprehensive value analysis the investment manager prepares a professional and thorough loan presentation This presentation includes information on a systems operations management financial history appraised value and anticipated performance It also
includes an exact description of the desired terms purpose for which the money will be used payment plans and the terms and conditions of the loan agreement
Once the presentation is complete the investment manager then begins to secure and expedite the loan working with appropriate sources to acquire the required funds Here again the Daniels name is of great value As a recognized cable television leader Daniels has earned credibility and respect in the financial community The company was responsible for introducing the cable industry to major financial institutions as well as leading capital investment firms such as Narragansett Capital Corporation and The Prospect Company And the company continues its efforts daily to create new funding sources and maintain contact with its current major lenders
The objective of all investment efforts is to assist cable system operators in establTshing long-term relationships with responsive financial institutions
The Investment Services Group is supported by an extremely capable back-up staff People who have virtually written the book on cable television management operation and financing In this respect Daniels is unique among investment banking firms providing service to the cable industry
In addition to the placement of debt the Investment Services Group structures limited partnership and institutional equity ventures as well
EXTENDED VALUE As a uniquecabletelevision
investment resource the Daniels Investment Group has provided its customers with consulting and financial services that have had extended value Not only has Daniels secured capital but historically-through services provided-made it possible for system operators to turn that capital in to profit And that is the most compelling consideration of all
3
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
~ J ID gt a a w[ ] u f=
( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
2930 East Third AvenueDaniels amp PO Box 6008
Associates Inc Denver Colorado 80206 303321-7550
DANIELS amp ASSOCIATES INC July 1981 A PROFILE
It is the business philosophy of Daniels amp Associates Inc to support its clients needs with all of its resour~es experience and concerted judgement Daniels as a company is unique serving the cable communications industry in three primary ways brokerage services investment services and system management
The Management Division offers expertiBe in four key areas of cable system management administration marketing accounting and engineering Daniels operates 21 cable systems in 11 states and is one of the few companies that manages systems it does not contFol testimony to its clients trust and regard
The Brokerage Division has led the cabie industry in volume of sales initiated every year since 1958 when it was formed as part of a commitment to be the first brokerage firm specializing in cable television Because the cable marketplace is more active than ever before Daniels brokers must be highly skilled professionals who are committed to structuring transactions to benefit both seller and buyer
Daniels brokers have completed analyses of all companies they represent An analysis typically examines growth potential engineering operations manageshyment procedures programming marketing services staff and financial projecshytions The broker will provide the analysis and his own judgement and perspective to prospective buyers to ensure the acquisition opportunity meets the buyers overall business objectives and investment needs
The Investment Services Division works through national and regional financial institutions to secure debt and many sources to obtain equity for cable operators of virtually every size Daniels investment bankers not only have secured capital but historically--through services provided--have made it possible for system operators to turn that capital into profit~
Daniels has been an industry innovator and has introduced a number of major companies to the cable industry including
Times-Mirror Company Chicago Tribune Storer Broadcasting General Tire amp Rubber
Teleprompter Corporation Scripps-Howard Broadcasting Capital Cities Communications Cox Broadcasting Corporation
As a client you may be assured of the highest professional integrity and judgement from Daniels professionals Our 25 years of experience and broad perspective will ensure your objectives are attained
j _ (lC
VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
J (f)
Z
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z =gt 0 u U ltt U
] III =gt shy0 w u j
J gt-
a w u w Z
lt
] c a z lt w Ci lt
~J w
- ]
---
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
- -
~==~~==================================================
~~
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
u II gt Cgtshy
O w u
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I II
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
f-shyz lti f-shy
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w a u w
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z[ 1 a lt w -a w
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r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
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~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
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VAIH HESEAHCI-I C01lPAY tRASPJ~~ATION
COlJlERCIALiIDCSTRIAL DE ELOPERS bull PEL EST ATE BHO- ERS
POBOX 310 CiT y HALL PLAZA d98ZJE~ ~2~ M 4c )Jt~ VANIR lOWER February 18 1982
FIL E NO___-=J Y - shyRO t i~)amp ___
I I _ -
Mr Donald R Howery General Manager DEPARTMENT OF TRANSPORTATION Room 1600 City Hall Los Angeles California 90012
Dear Mr Howery
Please be advised that Vanir Research Company will make available all the necessary equity and debt funds to construct operate and maintain the cable television system within the City of Los Angeles area known as Boyle Heights in the amount of $385 million as per the requirements of the enabling odinance No 156295 granting a cable franchise for the Boyle Heights area to Buena Vista Telecommunications of Boyle Heights Inc
I am enclosing a copy of my certified financial statement which is to remain confidential and not for public disclosure Should you require any additional information please advise at your earliest convenience For further verification of Vanirs financial capability to construct operate and maintain this cable TV system you may contact Mr Richard S Koon Vice President and Manager Crocker National Bank Construction Finance 1475 S Bascom Avenue Suite 101 Campbell California 95008
Very truly yours
VANIR RESEARCH COMPANY
HFDdlf
Enclosure Certified Financial Statement and accompanying Interim Summary Statement
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
-I
-- I I en
t-Z
J lt
z tshy
gt 0 u u lt
u
J
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0 W
IL
a w UJ ~
UJ Z gtshyltl ltl
z ltl] UJ
a
Q
J ltl UJ
)
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J
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
~ J ID gt a a w[ ] u f=
( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
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[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
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II
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z ltt] 0
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
VANIR RESEARCH COMPANY 1982 FEB 22 PM 4 i I (A DBA of H Frank Dominguez)
FINANCIAL STATEMENT
FEBRUARY 28 1 1981
Attached statement and supporting schedules both printed ~
and written give a full~ true and correct statement o~
the financial condition of the Vanir Research Company as of
the date indicated
There are not any material modifications that should be
made to the accompanying financial statement for the period
ending February 15 1982
~UNTANT
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
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J gt-
a w u w Z
lt
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---
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
- -
~==~~==================================================
~~
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
u II gt Cgtshy
O w u
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I II
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
f-shyz lti f-shy
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r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
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II
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
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~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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- _- --~--~ ----- - --- -
(A VANIR RESEARCH COMPANY DBA of H Fran~Do~i~guez
FINANCIAL STATEMENT
FEBRUARY 28 198i
ASSETS
CURHENT ASSETS Cash in Danks Deposits Accounts Receivable Notes Receivable - Short Term
$ 732481 36410
2103794
19800
TOTAL CURRENT ASSETS $ 2892485
Notes Receivable - Long Term 707553
Undistributed Funds Receivable 145736
Real Estate Income Property Investments 25544844
Land Leases and Development
Real Estate Owned for 9502419
Other Assets 9210407
TOTAL ASSETS bull $ 48003444
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
I z gt 0 u u lti
~ J ID gt a a w[ ] u f=
( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
VANIR RESEARCH COnPANY
(A DBA of H Frank Dominquez
FINANCIAL STATE~E~T i middot
FEBRUARY 28 1981
LIABILITIES
CURRENT LIABILITIES
Current Maturities of Secured Notes $ 394126
NON-CuRRENT LIABILITIES Long Term Secured Notes
Payable 14538063
TOTAL LIABILITIES $ 14932189
NET ~vORTH 33071255
TOTAL tIABILITIES AND NET WORTH $ lt18003444
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
-1-
EXHIBIT A
J (f)
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a w u w Z
lt
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---
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
- -
~==~~==================================================
~~
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
u II gt Cgtshy
O w u
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I II
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
f-shyz lti f-shy
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r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
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II
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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- _- --~--~ ----- - --- -
II
] ONTARIO OFFICE
REDLANDS OFFI C E E A DIE AN D PAYNE - ) 609 NO L E MON AVCN
SUITE 207 RED LA N DS PLAZA] CERTIFIED PUBLIC ACCOUNTANT~~ imiddot ~ ~ CF ON TARIO C~ 91764RE DLANDS CA 92373
PHONE (7 14 ) 986-20 4 8 PH O NE (71 4 ) 793-2406 330 NORTH d STRE E T TRMltSPv[-(T AnON
] PO BOX 11 99
SAN BERNARDIN O CALIFORNIA 92402
AREA (714) 889-0071
1982 FEB 22 PM 4 i 0
] FILE NO ___~~---RI UTi tj r __cR-___
] Vanir Research Company] (A DBA of H Frank Dominguez) San Bernardino California
] We have reviewed the accompanying balance shee~ of Vanir Research
Company (a DBA of H Frank Dominguez) as of December 31 1980 and the
] related statements of operations owners equity and changes in financial
] position for the year then ended in accordance with standards established
by the American Institute of Certified Public Accountants All information
] included in these financial statements is the representation of the owner
of Vanir Research Company
A review consists principally of inquiries of company personnel
and analytical procedures applied to financial data It is substantially
less in scope than an examination in accordance with generally accepted
auditing standards the objective of which is the expression of an opinion
1 regarding the financial statements taken as a whole Accordingly we do
not express such an opinion
Based on our review we are not aware of any material
modifications that should be made to the accompanying financial statements
1 in order for them to be in conformity with generally accepted accounting
principles
J J May 11 1981
J ]
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EXHIBIT A
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
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====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
EXHIBIT A
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---
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
BALANCE SHEET
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
ASSETS
CURRENT ASSETS Cash - savings accounts Accounts receivable Notes receivable - current portion Rents receivable Prepaid expenses
Total Current Assets
NOTES RECEIVABLE Less Current portion
ADVANCES TO RELATED PARTIES
INVESTMENTS Real estate
RENTAL PROPERTIES - At Cost Land and building Less Accumulated depreciation
OTHER ASSETS Deposits
TOTAL ASSETS
LIABILITIES AND OWNERS EQUITY
CURRENT LIABILITIES Bank overdraft Accounts payable Accrued interest Current portion of long-term debt Contracts payable Deferred rental income and deposits
Total Current Liabilities
ADVANCES FROM RELATED PARTIES
LONG-TERM DEBT Less Current portion
OWNERS EQUITY H Frank Dominguez ~
TOTAL LIABILITIES AND OWNERS EQUITY
The accompanying notes are an integral part of the financial statements
-2shy
$349197 2481
10622820 384651
$12845576 6065105
$2459 4000 2481
18591 2278
29809
346716
1011569
1481285
10238169
33410
$13140958
$76775 97676
822067 6065105
196820 32640
7291083
228530
6780471
(1159126)
$13140958 I
ii
----
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
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46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
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EXHIBIT liB
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF OPERATIONS
SEE ACCOUNTANTS REVIEW REPORT
FOR THE
INCOME Sale of projects Less Cost of projects Other Income
Rent Interest Developers fees Sundry
Gross Profit
EXPENSES Commissions Lease expense Property tax Insurance Interest Professional fees Permits and fees Signage Donations Engineering Depreciation Taxes and licenses Maintenance Management fees Promotion Other Utilities Soil tests Loan and escrow fees Office supplies
NET INCOME (LOSS)
The accompanying notes are an integral part of the financial statements
YEAR ENDED DECEMBER 31 1980
$2851572 2 1deg56467
855438 18580 47718 12 1534
13 557 60927 59288 23829
1207955 10284
500 161
16040 9922
270260 1792
18319 500 600 945
11 157 ~ 3600
22780 150
$795105
934270
1729375
1732566
($3191)
-3shy
====11====== = =-=== =--======= ~----= EXHI BIT c
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
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w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
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THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
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Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
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46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN O~~RS EQUITY
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
BALANCE (DEFICIT) JANUARY 1 1980 ($858247) ADD Net income (loss) (3191)
(861438)LESS Withdrawals 297688 BALANCE (DEFICIT) DECEMBER 31 1980 ($1159126)
The accompanying notes are an integral (I) part of the fin ancial statements rshyz lt rshyz gt o u u lt
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
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EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
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SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
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TOTAL
$96000
32500
45000
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NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
STATEMENT OF CHANGES IN FINANCIAL POSITION
SEE ACCOUNTANTS REVIEW REPORT
FOR THE YEAR ENDED DECEMBER 31 1980
WORKING CAPITAL PROVIDED From Operations
Net income (loss) - Exhibit B Add Expenses not requiring working capital shy
depreciation
Working Capital Provided by Operations
Increase in long-term debt Decrease in other assets Decrease in real estate projects
Total Working Capital Provided
WORKING CAPITAL USED Decrease in capital lease liabilities Decrease in customer deposits Increase in notes receivable Increase in advances to related parties Decrease in advances from related parties Increase in rental properties H Frank Dominguez draws
Total Working Capital Used
Increase (Decrease) in Working Capital Working capital (deficit) at beginning of year
Working Capital (Deficit) at End of Year middot
CHANGES IN WORKING CAPITAL Increase (Decrease) in Current Assets
Cash Accounts receivable Rents receivable Prepaid expenses Notes receivable - current portion
Increase (Decrease) in Current Liabilities Bank overdraft Accounts payable Contracts payable Accrued interest Current portion of long~term debt Deferred rental income and rent deposits
Increase (Decrease) in Working Capital
The accompanying notes are an integ~al part of the financial statements
-5shy
EXHIBIT liD
($3191)
270260
267069
2027632 76343
3108760
5479804
666814 850000 344269 387513 83567
3017740 297688
5647591
(167787) (7093487)
($7261274)
($877 091) 4000
18591 2278
420 (851802)
76775 (1088355)
(594569) 538000 390029
(5895 ) (684015)
($167787)
middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
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J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
l
J ]
]
]
-]
- ] Z f shy
lt f-Z J 0 U U) lt
U J
] a
CD J Q
w u ~
w u w Z J cr
gtshylaquo a
z ] laquo
w
0
w-] 0 laquo
]
]
]
]
J
----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
u w z gtshyI [1 w
0
z ltI ] 0
lt
w Ci lt w
[ shy
[
[
[
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
--
(J)
f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
shy
II
w z -J u w
gtshyltt 0
z ltt] 0
~ 0
-] ltt w
~]
]
- -- shy - - - - - shy
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
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middotr shyI I I
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VANIR RESEARCH COMPANY (A DBA of H Frank Dominguez)
NOTES TO FINANCIAL STATEMENTS
SEE ACCOUNTANTS REVIEW REPORT
DECEMBER 31 1980
1 Accounting Policies
A Depreciation on rental properties and any improvements was computed
using the straight-line method
B The Company is owned along with other businesses by H Frank
Dominguez For tax purposes income is included on the personal
return of Mr Dominguez Therefore no provision for income taxes
is shown on the financial statements
2 Notes Receivable
Notes receivable were as follows
CURRENT TERM TOTAL Received From
A Ciani Terms - payable in monthly
installments of $35 including interest at 8 on the unpaid balance $2481 $2481
Karlan and Leninson Terms - interest payable
monthly at 9224 principal due in total June 1 1983 $346716 $346716
Totals middot $2481 $346716 $349197
3 Long-term Debt
Long-term debt was as follows
INTEREST RATE CURRENT TERM TOTAL
Bank of America Interest rate and
balance Prime + 1 $3699136 $3699136 Repayment schedule shy
principal due June 26 1981
Collateral - deed of trust on Highway 111 and Monroe property
-6shy
Jil
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I I I I I I III
f-shyz lti f-shy
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( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
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r ) I J J
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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U J
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
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u J ltXl
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0
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
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46
- 47
48
49
50 ~ 5l
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~ 52
1gt- 53
H
~ 54 -5 ~
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B
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
- --- - ----- shy
I I I I I I III
f-shyz lti f-shy
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( gt-z
w a u w
lt CI
z[ 1 a lt w -a w
[ IT lt
r ) I J J
J
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM TOTAL
Interest rate and balance Prime + 3 $403291 $403291
Repayment schedule shyinterest and principal due October 31 1981
Collateral - deed of trust on 19th and Archibald property
Interest rate and balance 11 14023 $2710977 2725000
Repayment schedule $26732 per month
Collateral - deed of trust on 2nd and E Streets property
Interest rate and balance 10 3945 525039 528984
Repayment schedule shy$4675 per month
Collateral - deed of trust Mill and Waterman property
Interest rate and balance 10 1923 306059 307982
Repayment schedule shy$2720 per month
Collateral - deed of trust 19th and Amethyst property
Interest rate and ~
balance Prime + 2 300000 300000 Repayment terms shy
principal due June 10 1980
Collateral - assignshyment of Karlan note receivable and deed of trust
Security Pacific Bank Interest rate and
balance 6-12 9156 150433 159589 Repayment schedule shy
$1605 per month Collateral - deed of
trust on Blythe-Texaco station
-7shy
11
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J ]
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lt f-Z J 0 U U) lt
U J
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
I II)-I f-z lt f-
I z ~ 0 u u lt
u J ltXl
Cl
0 w shyI l) ~
II
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0
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lt
w Ci lt w
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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z
u i
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
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Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
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(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
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46
- 47
48
49
50 ~ 5l
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~ 52
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~ 54 -5 ~
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B
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
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Programni ng
(local) -
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OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
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Clear reception of total FM stations
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ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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----=======~ NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
Interest rate and balance
Repayment schedule -Interest payable
monthly with principal due November 1 1981
Collateral - deed of trust Alosta and Calera property
INTEREST RATE
Prime + 4
CURRENT
$256566
TERM TOTAL
$256566
Crocker National Bank Interest rate and
balance Prime + 1 24000 24000 Repayment schedule
principal due January 17 1981
Circi-Turner Interest rate and
balance Repayment schedule
principal due January 22 1981
Collateral - deed of trust Calimesa property
Crocker National Bank Interest rate and
balance Repayment schedule shy
balance due July 2 1981
Interest rate and balance
Repayment schedule shyprincipal due April 30 1981
Security Pacific National Bank
Interest rate and
10 55000 55000
Prime + 1-12 425000 425000
Prime + 1-12 1963264 1963264
balance Prime + 2 100000 100000
-8-middot
~==~==========================================~II =
I
I I
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u J ltXl
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
David D Miller - Of the previous 3 notes payable the following porshytion was refinanced on January 28 1981 under the following terms
Interest rate and balance 14 ($2263264) $2263264
Repayment schedule -interest payable monthly principal due February 11 1982
Collateral - deed of trust Highland and Del Rosa property
DominguezMiller Partnershyship
Personal note - no terms 96000
Crawford Investment Co
Interest rate and balance 16 32500
Repayment schedule -principal due August 31 1981
Collateral - deed of trust Mill and Waterman property
National Dollar Store Interest rate and
balance Prime + 1 45000 Repayment schedule -
principal and interest due October 9 1981
Collateral - deed of trust E Street property
-9shy
TOTAL
$96000
32500
45000
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
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~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
J J ]
I J f-Z laquo fshyz l o U u laquo u en l shyo w u i= [( w U
w 2 gtshyltt ~
a 2 ltt w o ltt w
NOTES TO FINANCIAL STATEMENTS (CONTI1~D)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST RATE CURRENT TERM
Redevelopment Agency Interest rate and
balance 10 $55828 Repayment schedule -
principal and interest due September 3 1981
Collateral - deed of trust 4th Street property
PIPE Interest rate and
balance 9-34 24113 - $769560 Repayment schedule -
$8592 per month Collateral - deed of
trust Vanir Plaza Azusa
John Franklin Ferre Sr and Julia Elizabeth Shedden
Interest rate and balance 7-12 15000 33051
Repayment schedule -$7500 semishyannually plus interest
Collateral - deed of trust on Mill and Waterman property
Wier-Casady Company Interest rate and Prime +
principal 1-12 86268 Repayment schedule -
$5000 per month balance due June 1 1981
Collateral - deed of trust Al t-a Lorna property
TOTAL
$55828
793673
48051
86268
-10shy
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f-z laquo fshy
gt 0 u u ~J laquo
z
u i
gt 0
0 w -J CD
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II
w z -J u w
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z ltt] 0
~ 0
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~]
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
INTEREST
Kraus - Anderson RATE CURRENT TERM TOTAL
Mortgage Company Interest rate and
balance Repayment terms -
principal due April 29 1981
Collateral - combina-
Prime + 2-12 $163196 $163196
tion mortgage security agreement and fixture financing statement on 4th and Center property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - comb inashy
Prime + 2-12 282416 282416
tion mortgage security agreement and fixture financing statement on 16th and National property
Interest rate and balance
Repayment terms -principal due April 29 1981
Collateral - combina-
PriIDe + 2-12 261262 261262
tion mortage security agreement and fixture financing statement on 35th and Juneau property
Mobil Oil Interest rate and
balance Repayment schedule -
$1182 per month Collateral - deed of
trust on Mobil station property
9-12 11482 $22088 33570
Total Long-term Debt $6065105 $6780471 $12845576
-11shy
L
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
-12shy
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
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Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
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AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
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A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
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Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
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NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEE ACCOUNTANTS REVIEW REPORT
4 Related Party Transactions
Advances To Related Parties
Vanir Development Company Vanir Tower Company
Total
Advances From Related parties
Colton Development Company
5 Minimum Future Lease Payments on Noncancelable Leases
A schedule of minimum future lease payments on noncancelable leases is VJ as follows z laquo z gt YEAR PAYMENTS0 () ()
laquo 1981 $873008()
1982 865207CD gt Q 1983 8192190 W 1984 764338shyt= 1985 692479II w U Subsequent Years 9318081 W Z Total $13332332gtshylt n 0 Z lt The properties on noncancelable leases are the Blythe-Texaco station ~ 0 19th and Amethyst property Alosta and Calera propertylt w
Vanir Business Center and Highland and Del Rosa property
$864711 146858
$1011569
$228530
I
~ Indio property
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FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
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5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
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2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
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THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
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i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
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Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
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AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
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(fo
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46
- 47
48
49
50 ~ 5l
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A
B
-
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j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
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september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
FARHICK LTD
May 7 1982
Carl A Galloway MD ~ President Universal Cable System Ltd 5~55 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest approximately twenty-four million ($ CATV Associates (SCCA) for the purpo South Central Los Angeles franchise
Farrick Ltd has the financial reso provide the funds available to back reasonable time basis Documentatio given if reasonably requested
6650 SCHOENBORN STREfT
SEPULV~DA CALIFOANIA ~133
TCIIPONC IZl3 i 883middot7166
TCI[ 65 13ZZ
r es s
providing debt funding of 000000) dollars for South Central
e of operation and construction of the
through family connections to venture as may be required on a
o provide this information may be
This letter is for the sole purpose of its application for a governmenta uStd by any institution individual SOtver This letter is preliminary presentation
which may be This
not
This letter does not represent a fin 1 loan committment It is subject to the following usual terms
1 An award of the franch s to SCCA
2 Review and acceptance If the Management Company by Farricks legal and f nancial advisors
3 Negotiation and accept n e of mutually agreeable loan terms and conditi n_ including interest rates and terms of rep y ent
used in support letter shall not be
entity for any purposE whatshybe used for any final
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
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~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
ARTHUR BECKER CEIITEO uellC CCOU
May 17 1982
Mr Donald R Howery General Manager Department of Transportation City of Los Angeles Room 1200 City Hall Los Angeles CA 90012
Attention Mr Kenneth Cude
Gentlemen
This letter is in reply to you
To T
eeso SCMO~NBON STR~~T SEFgtULVECA CALIIORNA a343
TEL-EX 45S13Z2
etter dated May 10 addressed KIashoggi President of Farrick Ltd
who requested that I respond 1 ris behalf
I am aware of the letter execulec and sent by Mr Khashoggi to Dr Galloway President of Uniie sal Cable System Ltd in reference to the Cable TV franah1se award to be made by the City of Los Angeles J Since the scope of my engageme t is advisory in nature I am unable to furnish a financial je ort covering Mr Khashoggi or the Khashoggi family financial intrests by May 17 as requested in your letter to Mr Khashoggi d llvered by messenger on May 11
It would not be unreasonableo ever under the circumstances to rely on the many published reports ln~luding but not limited to those appearing in the Fortune and T m magazines which are concerned with and report on the Khashoggi fa ily wealth financial holdings and activities worldwide
to my client Mr Mohamed A
--ours
ABjm
cc Mr Mohamed A Khashoggi Dr Carl Galloway
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
I
NCE SHEET
-S~Jj~C to C~~ ~ ~
De e ber 31 1981
ASSETS (NOTE 3) -
CURRENT ASSETS Cash $ 71 J 477 Accounts receivable
Trade less allowance for doubtf 1 accounts of $15817 35448
Other 33628 Parts inventory 4723642 Prepaid expenses 147457
Total current assets $ 5011652
PROPERTY PLAh7 AND EQUIPMENT Property plant and equipment $ 19240933 Construction in progress 550l r 559
$ 24742492 Less accumulated depreciation 2938160 21804332
OTHER ASSETS Intangibles franchise agreements 1 S6
accumulated amortization of $67 1 678 $ 32299970 Deferred costs pending franchises 98106 Deposits 214221 32612297
$ 59428281
LIABILITIES AND STOCKHOLDERS EQUI Y
CURRENT LIABILITIES Current maturities of long-term debt (Note 3) $ 3000000 Account~ payable 3879196 Prepaid service income 21921 Accrued and other liabilities 1982057
Total current liabilities $ 8883174shy
LONG-TERtI DEBT (Note 3) 47937822
STOCKHOLDERS EQUITY Comeon stock no par value autho 1zed
issued and outstanding 1000 sh res $ 19857754 Retained earnings (deficit) (17250469) 2607285
COHlnn1ENTS (lote 5)
S 59428281
See Notes to Financial Statements
- 2 shy
~---- --- _ - - -- _ --- ----- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
5T Thirteen olon
Cable TV revenue
Direct service costs
Net revenues
Operating expenses Technical and installation Local programming Marketing costs General and administrative Amortization and depreciation
Operating (loss)
Nonoperating income (expense) Interest income Interest expense (Note 4) Cain on disposal of assets Abandoned franchise costs
(Loss) before income tax
See Notes to Financial Statements
COMMUNICOH
TlMENT OF INCOHE h ~ Ended December 31 1981
bull $ 540902
343014
$ 197888
$ 1169809 88136
547632 3284789 7989963
$ 13080329
$(12882441)
$ 313245 (3201342)
4611 (l 484 542)
$ (4 1 368028)
$(17250469)s
- 3 shy
--_-= -- --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
2930 East Third Avenue pO Box SOO8 Daniels amp Denver Colorado 8020~OO08 303 321middot7550 Associates Inc
Brian Oeevy Vice President Investment Services
Apri j91982
Mr Clinton Galloway Vice President Finance Un i v e r sal Cab 1 e 1880 Century Park East 404 Los Angeles California 90067
Dear Clinton
As discussed over the phone I am inclu ilg the projections for the South Central Los Angeles CATV system I would appre ltte your timely review of these numbers as the company is hoping to present fin n( ing letters to the city council at the April 27 1982 meeting
South Central CATV Associates is a 60 ( partnership between Universal Cable (local Los Angeles businessmen) and Comfl1ur iCom CommuniCom has operations in the Los Angeles market and will be respons b e for building and operating the South Central system The partners have indi a1ed that they will contribute $75 milshylion in equity to the project
The South Central franchise area includ s 209000 homes a map of the franchise area is included The company plans a ~ear construction schedule building 250 miles in the first 12 months of constru~ton an additional 250 miles in year 2 and 260 in year 3 We have attempted t prepare a conservative financial projecshytion and have estimated initial basic erletration at 20 increasing 25year in years 2-5 and lyear in years 6-10 SupEr basic which will provide additional satellite options will be taken by 50 Iof basic subscribers Pay penetration is calculated at 125 of basic throughout itlE~ 10 year period CommuniCom has noted that their experience in the area is cl ls lr to 200 and they feel they will be able to outperform the projections Bai and each pay tier will cost S10month with super basic and an extra outlet av i able for $4month
The South Central CATV Associates partTelship has asked me to approach your bank with this financing package The partnfr hip is requesting a $20 million 3 year revolving5 year term loan The partners hip is looking for a letter of interest if you would be willing to work with th on this project The partnership understands that your commitment will b ependent on a satisfactory franchise being granted to the partnership that h required equity is contributed and that a satisfactory loan agreement is n 9 Jtiated with the lending institutions
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
Page Two Mr Clinton Galloway Apr i 1 19 1982
The partnership requests a letter of inter response to a request from the Los Angeles franchising process
I apologize for the short time frame to hearing from you soon
Enclosure
that
B
bull s from you by April 26 1982 in
c ty council to aid in their shyc (1 (
r
-I look forward c u
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
CommuniCom is constructing an perating the largest cable television system in Southern California Its operation i rjirected by a dedicated and experienced team of CATV professionals Corporate ctivities are centered in a new Culver City headshyquarters at 5731 Buckingham Pa kway specially designed to accommodate our needs Technical facilities include rnulti-million dollar Headend or control center the finest in the nation from whic s ~rvice of unequalled quality will be available to our customers
CommuniCom cable auniverse ofcJwicC
am Parkway Culver City califomia 90230 (213) 670-9250
nagement Team
GLENN W (BILL) NIELSON Director
Mr Nielson has been active in cable television since i 1shyson Enterprises Inc of which he is president for ed a partnership with Six Star Cablevision in mid-198 l When Nielson Enterprises acquired the interests 0 S x Star Cablevision a year later Communi Com was bor e became president of Nielson Enterprises Inc in 97 assuming responsibility for all phases of its business cshyvities Previously he had managed Pocatello Indupoundtri I Park where he had full responsibility for all managerh~elt activities He was named assistant to the Chairman of ieshyson Enterprises in early 1973 His primary responsibi iti s dealt with company goals and long-range planning st at shygy During his involvement with Pocatello Industrial a and Nielson Enterprises Inc both companies revers~ed trend from operating at a substantial loss to beltoming pr shyfitable operations He was the primary participant fo th company in the sale of Pocatello Industrial Park to B c shyrus Eyre He graduated from Brigham Young Unive it with a BS in accounting and minors in Business Admin shystration Economics and Computer Science He Ilat r attended Idaho State Graduate School of Business ~9 t program He served a mission for the Church of J su Christ of Latter Day Saints to England and has been a tiv ~ in church civic and charitable organizations since ig school in Cody (WY)
l
gtlt~
~
THOMAS A KANARIAN -Jldenl
Mr Kanarian became president and chief executive officer of CommuniCom in September 1981 after serving in var ishyous positions with Theta Cable and Teleprompter He started his career in cable television in 1971 fulfilling var i ~ ous management responsibilities for Theta Cable He was named general manager of a Warner Cable system in 1976 and the following year returned to Theta as vice president and general manager He was promoted to President and Chief Executive Officer in April 1981 After Teleprompter acquired Theta Cable in addition to those duties he was given the responsibility of Western Regional Manager In this capacity he supervised 25 cable systems serving 335000 customers in five states and was responsible for building two new franchises with 54-channel service He resigned from Teleprompter in July 1981 He earned a BA in Business Administration at the University of Southern California after serving three years with the United States Marine Corps He gained an MBAat USC in 1972 Priorto entering the cable television industry he served six years in various management positions at Hughes Aircraft He is a member of the USC-MBA Alumni Association and Genshyeral Alumni Association He is a prior member of the Board of the California Cable Television Association and serves on the Board of Can Am a cable construction company and CommuniCom
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
Cable More
One complaint that Los Angeles and throughout not get enough exposure by
Some feel that when th the networks are required by 1 choose to provide minorities w
Universal Cable Systems group of professionals is seek pr ogr mming by establ i shing a will be responsive to the nee the South Central Los Ange communities
According to Board communications service will Los Angeles and WilmingtonSanpublic resources
One example of communi community organizations to rna production facilities crew an
The use of cable communi communities to examine the pro Such organizations will be in order to deal with such housing family life and drug
a ~
d b
I
In the area of educatio cable channels that provide service will provide new ave students who reside within th areas of South Central LA an I
There are over 670 sc City of Los Angeles and those boundaries will receive the capacities of UCS cable commun
SYSTEM LTD
e s of the minority community in c)untry share is that they do t levision networks
is exposure its only because not because they (networks) the best they can offer
(UCS) a multi-cultural n3 to change this approach to
Ie communications service that of individual subscribers from
and WilmingtonSan Pedro
of UCS the cable viewers from South Central
tremendous variety of
y involvement is UCS allowing e use of UCSs central core ~ngineering talents
ions service will enable those l~ms and then fill the needs nouraged to use access channels
verse topics as employment see
1JCS will make available several nschool broadcasting This
us in a badly needed service to boundaries of the franchise
HlmingtonSan Pedro
0 Is throughout 710 miles in the clools located in the franchise elefits provided by the multiple c tions service This service
can multiply the efforts enric li g the learning environment for young people who attend SC I O Is in the Los Angeles Unified School District by providin Bilingual Education GED Vocational Training and Perso (~ Growth Education
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
lth and physical education feel that a cable system such as U S can bring fitness education into homes pre-schools gra e schools for the handicapped convalescent and shut-ins P~y ical fitness programs can be provided to company and cit employees and eveq Geriatric fitness programming for our enior citizens Many health groups feel they can reach
Persons concerned with ~e
more people who are in need of such activities
A brief note UCS will alsc offer significant employmentopportunities to residents wi~hon the franchise areas including and extensive job bank SY 1t m qualified applicants will be drawn from the large populati n of Blacks HispaniCS Asians and Handicapped persons
There will be a wealtih of programs offered by UCS programs to be included are I ive or delayed City Council andor Commit ~ ee and County ~ ard meetings optional to local government live daily US C ngressional session coveragelibrary programming fire and police (closed or open citcuit) programming including training consumer information census information on available commur Oty programs and services to the handicapped senior citizensl~ unemployed AFDC recepients minorities and underemployed pe sons
UCS has designed their Syl em to provide viewers with the widest range of programming a~ ailable today UCS will provide special language channels feat ring the most popular local television shows (in their original languages) from homeland nations for residents of the fr nchise areas
Universal eable Systems l td is committed to providing these communities with the fin t cable communications services ever offered UCS has und rtaken the task to ascertain the characteristics and needs of t ese communities and has already establiShed many of the cru fal links with community leaders and institutions The MultlO-Cultural Board Members which comprise ues feel that this n going process will benefit the community Each of these be ~fits represent a significant contribution to the over all 0 esiveness and resources of the franchise areas ues will be responsive to the needs and requirements of the communitOes for South Central Los Angeles and WilmingtonSan Pedro
The major factor in the devotion to community involvement is not finances but rather ~he dedication and willingness of UCS to invest creative ene ~ g in their endeavor ues management is committed tp local programming community envolvement and community service as its highest priority
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
-
- - ~
i ~
PERSONNEL ES CRIPTIONS - ~~lt _
UNIVERSAL CAB i SYSTEMS 9 LTD
- -
UNIVERSAL CABLE SYSTEMS LTD middot is the en raT Partner ina CalifOrnia limited partnersh ip by the name of Un i versa 1 C le lA The- Limited Partnersh ip is the majority owner of the joint ventur k own as SOUTH CENTRAL CATV ASSOCIATES- The principals of Univers 1 Cable- Systems Ltd are all residents
bull of the Los Angeles area Brief resumes and fdentificat10n of the key personnel f~llow
DR CARL GALLOWAY President Director and Stockholder (Los Ange1es California)
Dr Galloway is a resident of Los Angeles married with two children He is in the private practice of Internal Medicin in Los Angeles He serves as the Assistant Medical Director of iewpark Conmunity Hospital in Los Angeles He graduated from Amherst College with a A degree in 1968 and the University of Rochester School of Medicine and Dentistr with an MD degree in 1972 He completed post graduate training at th U iversity of Maryland Hospital in Baltimore Maryland and Martin Luther Hospital in Los Angeles
RICHARD CHAVEZ Director and Stockholder (West Covina California)
Mr Chavez is the Founder and Executiv Director of Chavez and Associates Institute The institute was developed t serve the physically handicapped economically and socially disadvantaged a d the unemployed and underemployed The primary function of the Institute is to provide each graduate with the motivation technical skills and the inf rmation required to perform a varied number of jobs within the Credit Collection and Investigation Industries The documented placement rate of 8~ reflei S the quality of the training the ind i v i dua 1i zed approach the job preparation component and the fa 11 owup proceshydures The expected student enrollment f r 1979-1980 is 500-600 Mr Chavez is the Federal Representative for the St~te of California to the 1977 White House Conference on the Handicapped He is recipient of Mayor Bradleys Award - Meritorius Service to the City of Los A geles
CLINTON E GALLO~AY Treasurer Director and Stockholder (Los Angeles California)
Mr Galloway is a Certified Public Acco ntant licensed to practice in the State of California He is a graduate of Nor h rn Arizona University at Flagstaff where in 1974 he received a BS of Accou tancy In 1975 he joined the intershynational accounting firm of Coopers ampL band CPAs where he practiceduntil 1978 He joined the investment ban ing firms of Dean Witter Reynolds and Smith Barney where he was a licensed investment broker special izing in the areas of Tax Advantaged Investments In addition to activities in many professhysional and community organizations Mr Galloway is an active member of the American Institute of Certified Public Accountants the Los Angeles chapter of the California Society of Certified Public Accountants and the National Association of Black Accountants
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
~ ~ ~ ~~
c - - ~ -
- ~ - ~~~~ ~~ ~~ ~ ~
Ai WATSON Director and Stockholder (Los Ange 1 es Cali forn i a) bull
r- ~ bull -- _ ~ bull -
~ ~- shy
-
_ bullbull
Mr Watson enjoys the dlstincto~ oi b~rig the owner of theTarg~stblacJc-owned beef processing company in the United ~tates_ As a self-educated man who came to Los Angeles in 1943 and worked as a lsupervisor in a meat-packihg company Mr Watson returned to school in 1946 ~d moved from the seventh grade through graduation of high school and later at lended Pepperdina University to complete
his education majoring in Busiess Administration As the owner of a community based business which has been successf i for more than 20 years Mr Watson brings to Universal Cable key knowled e of the franchise area and business experience
HAROLD H HARRIS Director and (Los Angeles California)
Mr Harr is was educated at the Universlt Jf Colorado New York University and received his BA from Brooklyn Colleg in 1957 i the field of Journalism and Business He went on for advanced stu i s in Finance advanced Business and
Accounting and received an MBA at t e University of Colorado in 1964 After serving as a news reporter for the Den er Post Mr Harris applied his accountshying and business training as a stoc~br ker and subsequently Operations Manager and Manager for Lehman Brothers in New Y rk Since 1971 he has served as an independent investment advisor and sto k raker at Loeb Rhoades and Company in Beverly Hills and at Paine Webber J ckson ampCurtis as we1l as for Gallagher Gliksman Boylan ampCompany Mr Harri rings to the company a wealth of backshyground in the financial area
LUIS DAVID CORRALES Director and (Los Angeles California)
Mr Carrales is director of Chavez and A sociates Institute in the City of Commerce California He also serves s Program Administrator and Instructor of IIAdult and Vocational Education an English as a Second Language He is a graduate of the University of Southe n California with a Bachelors Degree in Music Education and Composition and wi h a Masters Degree in Educational Psychology and Special Education
PERRY PARKS Director and Stockholder (Los Angeles California)
Mr Parks owns Parks International poundxp r and Management Company From 1972shy1978 he was a field representative for Y onne Braithwarte Burke Congresswoman Parks sits on the board of eight differie t cOfT1l1unity organizations and will be responsible for community programming
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
~-
~
_ CARL MARTINy Director and Stockholder (Los Angeles California)
-
Mr Martin holds an MBA fran Peppl~rdin and a JD from Los Angeles College of Law He is currently executive direct r for the Los Angeles Co~ty Human Relations Commission a position he has hel since 1968 His responsibilities in that position include the development an implementation of human relations programs _
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
- gt
AOOITIOKAL CABLE PR~~IN
Los (satell ite)Trinity Broadcasting Network
Christian Broadcasting Network
People That Love Satellite Network
National Spanish Television Network
ESPN (Entertainment ampSportsNetwork)
C-SPAN (live congressional coverage)
Cinemerica Satellite Network
Nickelodeon
Cable News Network
las Vegas Entertainment Network
TV Guide - Cablevision Programs
Laca 1 Weather - News - Sports Financ a 1 News (Stock Market News)
Madison Square Garden Sports Call iope (childrens I programs) The Black Entertainment Network USA Network
The American Educational Television Network
Modern Satellite Network
Satellite Program Network
Government Access Ch anne 1
Government Access Channel
Educational Access eh anne 1
Educat i ana 1 Access Channel
Educational Access Channel
Local Origination
2
Charlotte NC (satellite)
Hexi 0 City (satellite)
(sat 1 ite)
(sat 1 ite)
(Satt1 i te)
(sat 1 ite)
(Satbl l ite)
(rocl )
(1oca1 )
(sa ell ite)
(sa ell ite)
(saJe lite)
(sa lE lite)
)
( 10
(fo
a1 schoo 1s
11 eges)
(1 cal)
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
shy
--
46
- 47
48
49
50 ~ 5l
~
~ 52
1gt- 53
H
~ 54 -5 ~
~
A
B
-
C
j - ~ ~ - ADDITIONAL CABLE PR~ H (CONTIlCUED)
Public AccessGolden Movies
Public AccessNational Film 80ilrd of Canada
lease AccessAward Winning Speciali
lease AccessCommunity Bulletin BoardAirport Arrival Information ColT1l1unity Classified AdsNan-eng1i~ h
Programni ng
(local) -
( local)
( local)
(local)
OPTIONAL CHANNE S (9)
TV Games amp Computer Input (local)Reuters Retrieval Services
Home Box Offi ce
Z Olannel
Premiere
Galavision
Shawt ime
The Movie Channel
Data Transmissions
Data Transmissions
Our own stereo music
(satellite)
(local)
(satell ite)
(satell ite)
(satell ite)
(satellite)
( loca1)
( local)
FM STEREO SERV ICES
station
Clear reception of total FM stations
Stereo sound for our Premium Char n 1
ComnuniCom reserves the right to program d( itiona1 premium satellite as they
become available
3
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
166S0 SCHOeNBORN STReeT
SEPULVEDA CALIFORNIA 91343
TELEPHONi (213) 893-7166
TELEX 651=
providing debt funding of approximately twenty-four million ($24 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 01 operation and construction of the South Central Los Angeles franchise ar a
Farrick Ltd has the financial resour e through family connections to provide the funds available to back ths venture as may be required on a reasonable time basis Documentation 0 provide this information may be given if reasonably requested
This letter does not represent a final 1 an committment It is subject to the following usual terms
1 An award of the franchi s 0 SCCA
2 Review and acceptance of tl e Management Company by Farrickls legal and fmiddotn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition~including interest rates and terms of repayr e1t
This letter is for the sole purpose of SCA which may be used in support of its application for a governmental e iew This letter shall not be used by any institution individual or ther entity for any purpose whatshysoever This letter is preliminary an lhall not be used for any final presentation
med A ident
Khashoggi
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
FARH 1CK LTD = ===-=bull =__-= - - --=--==--=--==shy
May 7 1982
~=o=- - _~
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Lo s Angeles California 90036
Th i s 1etter wi 11 expres s my i nteres t j approximately twenty-four million ($24 CATV Associates (SCCA) for the purpose South Central Los Angeles franchise ar
Farrick Ltd has the financial resour provide the funds available to back th reasonable time basis Documentation given if reasonably requested
This letter does not represent a final the following usual terms
1 An award of the
l-ci 5 0 SC riO EN B ORN ST ~E ET
SEPULV EDA C ALIFOR N IA 91343
1 E LE P O N C ( 2 13 1 89 3 -7 16 05
I E LltX 6SJ22
roviding debt funding of 00000) dollars for South Central o a
operation and construction of the
e through family connections to s venture as may be required on a 0 provide this information may be
1 an committment It is subject to
SCCA
2 Review and acceptance of tle Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptanpe of mutually agreeable loan terms and condition including interest rates and terms of repay e t
This letter is for the sole purpose re
or This letter shall
entity for any not
of S CA which may be used in support of its application for a governmental not be used by any institution individual purpose whatshysoever This letter is preliminary and be used for any final presentation
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
FARRICK LTD
May 7 1982
Carl A Galloway MD President Universal Cable System Ltd 5455 Wilshire Blvd Suite 712 Los Angeles California 90036
This letter will express my interest i
I G6 50 SC H O ENB O RN STREET
SEPULVEDA CALIFORNIA 91343
TELEPHONE (21 3 ) e93~ 7 1 66
lELEX 651j22
~roviding debt fund-ing of approximately twenty-four million ($24 1 0 0000) dollars for South Central CATV Associates (SCCA) for the purpose 0 operation and construction of the South Central Los Angeles franchise ar
through family connections to provide the funds available to back th venture as may be required on a reasonable time basis Documentation
Farrick Ltd has the financial resour
o provide this information may be given if reasonably requested
This letter does not represent a final l(an committment It is subject to the following usual terms
1 An atlard of the franchis 0 SCCA
2 Review and acceptance of tl e Management Company by Farricks legal and fn ncial advisors
3 Negotiation and acceptance of mutually agreeable loan terms and condition[1 Including interest rates and terms of repay elt
This letter is for the sole purpose of S CA which may be used in support of its application for a governmental ~ eiew This letter shall not be used by any institution individual 0t~ ther entity for any purpose whatshysoever This letter is preliminary an -hall not be used for any final presentation
-~R-ltICK LTD
IYP V Ao med A
iden
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
I
~
~
~t
september 24 1981
Chairman Chick ard Board of Transportation Commissioners Department of Transpor~aton City Hall -Los Angeles California 90015
Dear Chairman Chick anc COlllTtissioners
Thank you once again for the and we ~ould appreciate your
position is being taken by ourselves uth central franchise It was and support our bid proposal with Univershyware that in our joint venture 60 Systems Ltd and 40 by ourselves hj 11 ng and able to saopprt th j ~ You should have alreay recemiddotive an
enfing institution The First Nmiddotat onal backing this project
you have given us in the past on this application
51 ncerely ~ltL--- v) t Glenn w (Bill) ~ielson Chairman of The Board ~
GWNmag
bull --- - I ~ ~_~_
- _- --~--~ ----- - --- -
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