SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 14, 1996
ROSEVILLE COMMUNICATIONS COMPANY
(Successor to Roseville Telephone Company)
(Exact Name of Registrant as Specified in Its Charter)
California 4813 68-0365195
(State or Other (Primary Standard (I.R.S. Employer
Jurisdiction of Industrial Classification Identification No.)
Incorporation or Code Number)
Organization)
211 Lincoln Street, Roseville, California 95678
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (916) 786-6141
N/A
(Former name or former address, if changed since last report.)
Item 5. Other Events
On October 14, 1996, Roseville Cable Company ("Buyer"), a wholly-owned
subsidiary of Roseville Communications Company, formally known as Roseville
ComTech and successor to Roseville Telephone Company (the "Company"),
entered into an Asset Purchase Agreement (the "Purchase Agreement") with
IDS/Jones Growth Partners 87-A, Ltd. ("Seller"). Seller currently owns and
operates a cable television system (the "System") providing cable
television services to approximately 17,400 subscribers located in the City
of Roseville, California and certain unincorporated areas of Placer County,
California. The System is operated under cable television franchises (the
"Franchises") granted by the City of Roseville and Placer County,
California (the "Franchisors").
Upon the satisfaction of the terms and conditions of the Purchase
Agreement, Seller will sell and Buyer will purchase the System for a
purchase price of $31,000,000 in cash. The purchase price is subject to
possible adjustment dependent upon the number of subscribers as of the
closing date and the System's 1996 gross revenues relative to the budgeted
amount therefor. It is anticipated that the transaction will be funded by
the Company from cash flows from its operations and existing cash and cash
eqivalents.
Pursuant to the Purchase Agreement, Seller agreed to sell and Buyer
agreed to purchase substantially all of the assets, rights and business
owned, leased or used by Seller in connection with the operation of the
System. The assets used by Seller and being acquired by Buyer include the
headend equipment and facilities, satellite earth receiving stations and
facilities, transmitting equipment and other telecommunications equipment
necessary for the operation of a cable television system, the Franchises
and other personal property, real property interests and contracts,
agreements and other rights pertaining to the System. The closing of the
transaction contemplated by the Purchase Agreement is expected to occur on
or before June 30, 1997. Upon the consummation of the transaction, Buyer
will operate the System and continue to provide cable television services
in the City of Roseville and certain unicorporated areas of Placer County.
The consummation of the transaction contemplated by the Purchase
Agreement is subject to certain conditions precedent and approvals,
including receipt of (i) the approval of the Franchisors to the transfer of
the Franchises, (ii) satisfaction of requirements under the Hart-Scott-
Rodino Antitrust Improvements Act of 1976, (iii) a waiver from the Federal
Communications Commission of certain provisions of the Telecommunications
Act of 1996, and (iv) approval of the Board of Directors of the Company and
a vote in favor of the transaction from the limited partners of Seller
solicited in accordance with proxy requirements of the Securities Exchange
Act of 1934, as amended.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized, in the City of Roseville, County
of Placer and State of California, on October 14, 1996.
ROSEVILLE COMMUNICATIONS COMPANY,
formerly known as Roseville ComTech,
as successor to Roseville Telephone Company
By: /s/ ROBERT L. DOYLE
Robert L. Doyle
Chairman of the Board
By: /s/ BRIAN H. STROM
Brian H. Strom
President and
Chief Executive Officer
