Russian MSO Bags New Funds

Moscow CableCom signs agreement with Columbus Nova Capital for $51M funding; will appoint Warren Mobley as CEO

August 31, 2004

3 Min Read

NEW YORK -- Moscow CableCom Corp. (NASDAQ: MOCC - News) today announced that the Company has signed definitive agreements with the private global investment group Columbus Nova Capital, pursuant to which Columbus Nova will provide the Company with a $51 million financing package, which is expected to provide the Company with funds that it believes will be sufficient to allow the Company's wholly-owned subsidiary, COMCOR-TV ("CCTV"), a Moscow-based hybrid-coaxial fiber pay-TV and Internet service provider, to expand its network to up to 1,000,000 homes passed within three years from the closing of the proposed transaction. CCTV has a long-term strategic agreement to use the fiber-optic transportation network of Moscow Telecommunications Corp. ("COMCOR"), a significant shareholder of the Company, which is partially owned by the City of Moscow.

The Columbus Nova financing will be divided into an equity component and a debt component. The equity component will consist of an investment of $22.5 million in a newly created class of preferred stock at $5.00 per share, which would give Columbus Nova an ownership interest of approximately 34% at the closing of the transaction. The debt component will consist of a $28.5 million term debt financing for a five-year period bearing interest of 12% per annum with interest and principal due at maturity. This debt financing also includes a $4 million bridge loan, $2 million of which will be drawn immediately with additional $1 million drawdowns on each of October 1, 2004 and November 1, 2004 to allow CCTV to continue with its construction plans for the build-out of its access network and to provide capital for expanded sales and marketing. The preferred stock to be issued to Columbus Nova will have voting and other rights identical to the Company's Common Stock, with the exception of having a liquidation preference for a period of four years, and it will be convertible into the Common Stock on a share for share basis. As part of the transaction, Columbus Nova will also receive five-year warrants to acquire an additional 8,283,000 shares of the Series B Preferred Stock for $5.00 per share, bringing its potential ownership to approximately 55% on a fully diluted basis.

In addition, the Company will appoint upon closing a team of experienced professionals selected by Columbus Nova with extensive experience in operating cable systems worldwide to join the senior management team of the Company. Warren Mobley, who has experience managing cable systems in the U.S., Canada, Germany, Hong Kong and Poland, will be named as the Company's Chief Executive Officer, and Donald Miller-Jones, who has senior financial management experience at several multinational media companies, will join the Company as its Chief Financial Officer.

Upon the closing of the transaction, the Company's Board of Directors will be expanded from the present seven members to eleven members. New Board members to be added include Andrew Intrater and Ivan Isakov, both of Columbus Nova, Warren Mobley and David R. Van Valkenburg. Current Board members Francis E. Baker, Thomas McPartland and Louis A. Lubrano will resign effective as of the closing of the transaction. Additional changes to the composition of the Board have not been announced

Moscow CableCom Corp.

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