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HomeMy WebLinkAboutR-2025-112 Resolution authorizing the City Manager to sign a consent letter consenting to a change in control to the franchise agreement granted to Wholesail Networks LLC and Ziply Fiber Pacific, LLC pursuant to Section 2.13 of the Franchise AgreementA RESOLUTION RESOLUTION NO. R-2025-112 authorizing the City Manager to sign a consent letter consenting to a change in control to the franchise agreement granted to Wholesail Networks LLC and Ziply Fiber Pacific, LLC pursuant to Section 2,13 of the Franchise Agreement, WHEREAS, Wholesail Networks LLC and Ziply Fiber Pacific, LLC have been granted a franchise as set forth in Ordinance No, 2015-045 and amended by Ordinance No. 2019--034 and Ordinance No, 2022-015 to use rights -of -way located in the City of Yakima for the purpose of providing telecommunications services; and WHEREAS, Northwest Fiber Holdco, LLC, the parent company of Ziply Fiber, has entered into a Merger Agreement with BCE Holding Corporation under which the control of Ziply Fiber and Wholesail Networks will be transferred to BCE Holding; and WHEREAS, Pursuant to Section 2,13 of the Franchise Agreement, Ziply Fiber and Wholesail Networks need City Council consent to transfer the Franchise Agreement; and WHEREAS, Wholesail Networks and Ziply Fiber will still be responsible for the Franchise Agreement; now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized to sign the consent letter, ADOPTED BY THE CITY COUNCIL this 4th day of August, 2025. Ail EST. osalInda Ibarra, City Clerk. fiber VIA OVERNIGHT MAIL January 6, 2025 Randy Beehler, Communications & Public Affairs Director City of Yakima Community Relations Office 129 N. 2"d Street Yakima, WA 98901 Re: Ordinance No. 2022-015 Amending the Non -Exclusive Franchise Previously Granted to Wholesail Networks LLC ("Ziply Fiber") by Ordinance No. 2015-25 and Amended by Ordinance No. 2019-034 to add and include Wholesail's Affiliate Ziply Fiber Pacific, LLC to Wholesail's Franchise to Construct, Operate, and Maintain and Telecommunications System, with all necessary facilities, within the City of Yakima, Washington ("Grantor"), dated as of July 11, 2022 (the "Franchise Agreement") Dear Randy Beehler: I am writing to inform you that Northwest Fiber Holdco, LLC ("Northwest Fiber"), the parent company of Ziply Fiber, has entered into a Merger Agreement ("Merger Agreement") with BCE Holding Corporation ("BCE Holding") under which the control of Ziply Fiber and Wholesail Networks will be transferred to BCE Holding. Pursuant to Section 2.13 of the Franchise Agreement, Ziply Fiber and Wholesail Networks are seeking Grantor's consent to the transfer of the Franchise Agreement which will result after the merger is complete. BCE Holding is a wholly -owned United States subsidiary of Bell Canada, a Canadian corporation and Canada's largest telephone and telecommunications company. Bell Canada is, in turn, a wholly - owned subsidiary of BCE Inc., a publicly traded Canadian corporation headquartered in Montreal, Under the Merger Agreement, BCE Holding will become the owner of all equity and voting interests in Northwest Fiber and will, by virtue of this transaction, acquire ultimate ownership and control of Northwest Fiber, Ziply Fiber, and Wholesail Networks. The transaction is currently being reviewed by federal and Washington state regulatory authorities, This transaction will seamlessly maintain the services that Ziply Fiber provides to its customers. BCE Holding has no plans to change Ziply Fiber's operating systems, management or business plans. As a result, Ziply Fiber will have all of the advantages provided by Bell Canada's expertise, experience and resources, while maintaining it strong local focus to deliver services to residences and businesses in the areas it serves. Upon closing of the transaction, Ziply Fiber will remain responsible for all obligations under the Franchise Agreement and will not experience any disruption in service. All Ziply Fiber contact information will remain unchanged. Please sign this letter where indicated below to acknowledge your consent to the transfer of the Franchise Agreement by operation of the transactions described in the Merger Agreement and return it to me. We will provide you with prompt notice of the closing of the transaction once it occurs. We appreciate your prompt consideration of this request which will help insure the seamless transition of services. ziplyfiber,com Respectfully submitted, Jessica Epley Vice President, Regulatory and External Affairs Ziply Fiber The undersigned, as of the date set forth below, hereby consents to the transfer of the Franchise Agreement as described in this letter. Name CITY CONTRACT N©° 2-0- -.] - i I7 RESOLUTION NO: !''`' .L ziplyfiber.cam z p y ITEM TITLE: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. 7.1. For Meeting of: August 4, 2025 Resolution authorizing the City Manager to sign a consent letter consenting to a change in control to the franchise agreement granted to Wholesail Networks LLC and Ziply Fiber Pacific, LLC pursuant to Section 2,13 of the Franchise Agreement SUBMITTED BY: Randy Beehler, Communications & Public Affairs Director SUMMARY EXPLANATION: Northwest Fiber Holdco, LLC, the parent company of Ziply Fiber, has entered into a merger agreement with BCE Holding Corporation under which the control of Ziply Fiber and Wholesail Networks will be transferred to BCE Holding, Pursuant to Section 2.13 of the Franchise Agreement, Ziply Fiber and Wholesail Networks need City Council consent to transfer the Franchise Agreement. The Council is being asked to adopt a resolution authorizing the City Manager to sign a consent letter consenting to a change in control to the franchise agreement granted to Wholesail Networks and Ziply Fiber, WHEREAS, Wholesail Networks and Ziply Fiber wi11 still be responsible for the Franchise Agreement. ITEM BUDGETED: N/A STRATEGIC PRIORITY 24-25: A Thriving Yakima RECOMMENDATION: Adopt Resolution. ATTACHMENTS: Resolution re - Ziply Consent.docx Ziply Consent Letter.pdf