Cequel III Closes Alliance Acquisition; Announces Agreement to Purchase Thompson Cablevision Systems in Kentucky, Ohio, West Virginia.

Business Editors/High-Tech Writers

ST. LOUIS--(BUSINESS WIRE)--Jan. 26, 2004

Acquired Systems to Join Larger 'Cebridge Connections' Enterprise;

MSO Will Soon Serve Approximately 440,000 Customers in 16 States

Today, Cequel III, LLC, announced that it has closed the acquisition of more than 130 cable systems from Alliance Communications Partners, LP, and entered an agreement to acquire nine systems from Thompson Cablevision.

The Alliance acquisition culminates an agreement between the parties that was announced last August. The final transaction is valued at approximately $78 million. The acquired systems serve roughly 78,000 customers in nine states, including Arkansas, Illinois, Indiana, Missouri, Maryland, Ohio, Pennsylvania, Tennessee, and West Virginia.

The systems covered by the Thompson agreement - which is expected to close in late April - serve more than 13,000 customers in Kentucky, Ohio, and West Virginia. Cequel III and Thompson consider the terms and conditions of their agreement proprietary.

Ultimately, Cequel III will manage these various systems under the auspices of Cebridge Connections, the multiple-system operator (MSO) created last year when Cequel III partnered with Oaktree Capital Management, LLC, to acquire (in February) more than 500 systems owned by Classic Communications; and (in June) several additional systems in the Houston area owned by Shaw Communications, Inc.

Once all announced acquisitions are closed, Cebridge Connections will serve approximately 440,000 customers in 16 states. Oaktree - a Los Angeles-based money management firm - will remain the MSO's controlling shareholder.

Daniels & Associates, the Denver-based media and telecommunications mergers and acquisitions specialists, represented Alliance in its transaction with Cequel III. Communications Equity Associates (CEA), a leading provider of investment banking services in the communications, media and entertainment industries, is representing Thompson Cablevision. Daniels is also advising Thompson in this transaction.

Cequel III (www.cequel3.com) is a management firm for growth-oriented companies in the cable and telecommunications industries, including Cebridge Connections, which provides basic and digital cable television service and high-speed Internet access; and AAT Communications, which owns and manages rooftop and tower sites for wireless communications equipment.