Adelphia Communications Corp. said
early Friday it would buy Century Communications Corp. in a deal
valued at $5.2 billion, making Adelphia the nation's fifth
largest operator of cable television systems.
The purchase, which will give Adelphia leverage in the
increasingly competitive cable industry, will be relatively
neutral on earnings on an earnings before income tax and
amortization basis and will be slightly dilutive on a normal
earnings basis, Vice President of Finance Jim Brown said in a
brief phone conversation.
The deal, which is expected to close during the third
calendar quarter of 1999, includes the assumption of $1.6
billion in debt, the cable system operators said in a joint
statement.
New Canaan, Conn.-based Century's Class A stockholders will
receive cash of $9.16 per share and 0.6122 shares of Adelphia
Class A Common Stock. Century's Class B Common stockholders will
receive $11.81 in cash and 0.6360 shares of Adelphia Class A
Common Stock.
Following the merger, the former stockholders of Century
will own about 48.7 million shares of Adelphia's Class A Common
Stock.
There will be nothing "dramatic" in terms of job cuts and
Adelphia will not take a charge to earnings due to the
acquisition, Brown said.
With the purchase of Century, Adelphia's annual revenues
will exceed $2 billion and it will serve about 4.7 million
subscribers, with more than 90 percent of its customers
concentrated in 11 major clusters.
Century, which operates cable television systems with
significant concentrations of subscribers in California,
Colorado and Puerto Rico, recently agreed with
Tele-Communications Inc. to create a 70 percent-owned joint
venture that would operate a cable system group serving about
800,000 subscribers in the Los Angeles area.
In February, Adelphia agreed to buy privately held, cable
television firm FrontierVision Partners LP for $2.1 billion in a
cash, debt and stock deal.
In December, it bought Verto Communications, which provided
cable TV to about 56,000 subscribers.
Adelphia closed down 25 cents at $57.13 Thursday. Century
closed up 13 cents at $35.38 Thursday.