Proposed business buy-up not anticipated to affect local cable services

[APRIL 19, 2005]  An informational letter from Insight Communications, a company that offers cable television access locally, was read at last night's Lincoln City Council meeting.

The letter stated that there is a proposal on the table for the co-founders, Sydney R. Knafel and Michael S. Willner, together with controlling shareholders and an affiliate, The Carlyle Group, to buy all the Class A publicly held stock.

The letter that was sent by the district business operations director for the company assures that should the proposal be accepted, there will be no impact on the day-to-day operations, nor any changes in service or employees.

It was on March 7 this year that the company first announced its intentions with the following statement: Insight Communications' Controlling Shareholders And The Carlyle Group Propose To Acquire Company's Outstanding Public Shares.

Insight Communications' co-founders, Sidney R. Knafel and Michael S. Willner, and The Carlyle Group announced that they are proposing to acquire the outstanding publicly held shares of the company for $10.70 per share in cash. The acquiring entity, which will be called New Insight LLC, is offering a price representing an 11 percent premium over the closing price of the company's stock on March 4 of $9.68 per share and a 17 percent premium over the six-month average closing price. The proposal values the total equity of the company at approximately $650 million and implies an enterprise value of approximately $2.1 billion (based on the company's attributable share of indebtedness). The transaction will not result in a change of control. The company's existing debt will remain outstanding.

The following is Reuters' abridged summary of the business:

Insight Communications Company Inc. is a cable television system operator that serves approximately 1.3 million customers, all of which are concentrated in the four contiguous states of Indiana, Kentucky, Illinois and Ohio. The company offers its customers an array of broadband products and services, including analog and digital video, high-speed Internet access, and telephone services. Insight Midwest L.P. is a partnership owned 50 percent by the company and 50 percent by an indirect subsidiary of Comcast Cable Holdings LLC. Insight Midwest is the owner of the systems serving all of the company's customers, and 50 percent interest in Insight Midwest constitutes substantially all of the company's assets. Insight Communications serves as the general partner of Insight Midwest and as the manager of each of its systems.

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