WALLER CAPITAL ADVISES M/C PARTNERS & COLUMBIA CAPITAL ON THE SALE OF BAJA BROADBAND TO TDS TELECOM

M/C Partners and Columbia Capital to Sell Baja Broadband to TDS Telecom

 BOSTON, MA & ALEXANDRIA, VA – Feb. 26, 2013 – M/C Partners and Columbia Capital announced today that they have agreed to sell the assets of Baja Broadband, LLC (“Baja”) to Telephone and Data Systems, Inc. [NYSE: TDS], parent company to TDS Telecommunications Corp. (“TDS Telecom”) for a purchase price of $267.5 million, subject to working capital and other adjustments.

Baja Broadband, which is owned and controlled by M/C Partners and Columbia, is a full-service communications company providing video, high-speed broadband and voice services to residential and commercial customers in Colorado, New Mexico, Texas and Utah.

“Baja has been a successful investment for us, and we have enjoyed a terrific working relationship with the management team,” said Gillis Cashman of M/C Partners.  “We are pleased with this transaction and believe that TDS Telecom is the ideal owner of Baja going forward.”

“M/C Partners and Columbia Capital have both contributed enormously to developing Baja Broadband into a leading communications operator, and we thank them for their support,” said Peter Kahelin, CEO, Baja Broadband.  “I am confident that TDS Telecom’s focus on quality, integrity and outstanding service will enhance our already strong relationships with our customers, our employees and our communities.”

Waller Capital Partners served as an advisor to M/C Partners and Columbia Capital on the transaction.  Edwards Wildman Palmer LLP served as legal counsel to M/C Partners and Columbia Capital.

About M/C Partners

M/C Partners is a private equity firm focused exclusively on the communications, media, and information technology sectors. The firm has invested over $1.5 billion into over 100 companies in those sectors.  Companies M/C has backed include Brooks Fiber Properties, Cavalier Telephone, Corelink, Fusepoint, Attenda, ICG Communications, Legendary Pictures, PlumChoice, Lightower, MetroPCS, NuVox, AccentHealth and Zayo Group. The firm has strong institutional backing from the nation’s leading pension funds and endowments as well as a long track record of success. M/C Partners has offices in Boston, San Francisco and London. For more information, visit www.mcpartners.com.

About Columbia Capital

Columbia Capital is a premier investment firm in wireless, broadband, media, and enterprise information technology companies.  Since its formation in 1989, the firm has invested in over 130 global companies through five investment funds with aggregate capital commitments of $2.5 billion.  Columbia has a strong history of forming close partnerships with its entrepreneurs and a reputation for a disciplined and patient approach to building great companies and achieving superior investment returns. The firm’s sector focus allows it to consistently identify disruptive emerging companies and to recognize and build value throughout a company’s lifecycle – from seed stakes of $1 million to late stage capital infusions of $50 million or more.  For more information, visit www.colcap.com.

About Baja Broadband

Baja Broadband is a full-service communications company offering best-in-class residential and commercial video, high-speed internet, and voice services. Baja is committed to being the leading provider of entertainment, information, and communication services in the communities it serves. Baja owns and operates broadband networks in communities within Colorado, New Mexico, Texas and Utah. Visit bajabroadband.com for more information.  Baja is currently managed by Last Mile Communications, an international management partnering and telecommunications consulting firm. Visit lastmile.net for more information.

About Telephone and Data Systems

Telephone and Data Systems, Inc. (TDS), a Fortune 500® company, provides wireless; broadband, TV and voice; and hosted and managed services to approximately 7 million customers in 36 states through its business units, U.S. Cellular, TDS Telecom and TDS Hosted & Managed Services. Founded in 1969 and headquartered in Chicago, TDS employed 12,300 people as of Dec. 31, 2012. Visit teldta.com  for comprehensive financial information, including earnings releases, quarterly and annual filings, shareholder information and more.

About TDS Telecommunications Corp.

TDS Telecommunications Corp. is the seventh largest local exchange telephone company in the U.S. Headquartered in Madison, Wis., it is a wholly owned subsidiary of Telephone and Data Systems, Inc. For 44 years, the company has been connecting people with high-speed Internet, phone, and TV entertainment services in over a hundred rural, suburban, and metropolitan communities across 32 states. Today, TDS has nearly 1 million customer connections in service and 2,900 employees. Business customers select from the latest technologies, including: VoIP (managed IP Hosted) phone service, dedicated high-speed Internet and hosted-managed services. Visit tdstelecom.com  or tdsbusiness.com for more information.

About Waller Capital

Founded in 1982, Waller Capital Partners is a leading boutique investment bank and advisory Firm focused on the media, communications and information sectors.  Waller Capital provides its clients with wide-ranging industry expertise in connection with mergers and acquisitions, private placements, asset swaps, restructurings and valuation services.  Waller Capital’s experienced professionals maintain deep relationships at every level of its core industries and provide the Firm’s clients with independent, unbiased advice.

US Cable to Sell Cable Systems to Baja Broadband

Third Deal for US Cable Since June

In June, US Cable sold its cable systems in Minnesota and Wisconsin to Midcontinent Cable and shortly after sold its cable operations in Missouri to Charter Communications (Nasdaq:CHTR). After Tuesday, you can add Texas, Colorado and New Mexico to the list of states in which the MSO will no longer operate. US Cable announced its third deal in under three months—an agreement to sell cable systems serving 60k revenue generating units to South Carolina-based Baja Broadband.

Similar to the Charter and Midcontinent deals, financials on the Baja purchase were not disclosed, nor was there detail on the number of customers served by the systems that were sold. We can estimate from the RGU totals however around 30k customers. After accounting for the 50k customers acquired by Midcontinent and Charter, US Cable has sold territories serving around 80k of its subscribers since June. 

Prior to June, US Cable had reported in a press release that it served only around 90k customers, suggesting that after its recent sales, its time in the cable business is coming to a close. US Cable is a partnership between Comcast and private investors led by Steven Myers. While Comcast is not getting out of the cable business any time soon, Steven Myers and company have decided the time to exit is now.

Taking the opposite view point, the owners of Baja Broadband—private equity firm, MC Ventures—feel that cable operations remains a strong investment. Gilles Cashman, a chairman at Baja and general partner at MC Ventures commented on M&A in cable earlier this year.

“In the fiber sector, it’s compelling to do acquisitions because there are such economies of scale. The more properties you acquire, the more you can leverage those relationships to sell the same customer over a broader geography.  Your sales momentum increases when you’ve got more footprint to sell.”

Baja currently serves 60k customers across New Mexico, Colorado, Utah and Nevada. The US Cable purchase will expand its footprint in New Mexico and Colorado, helping to provide the economies of scale that Cashman references. He also provided some insight into the type of cable companies MC Ventures would look to invest in during 2011. The firm targets cablecos that have not yet achieved strong penetration with digital video and broadband internet products, leaving room for ARPU growth.

“Where we are focused with respect to cable is guys that don’t have huge penetrations in video and have not been able to penetrate the digital product as much as others. They’re going to be better positioned to make the transition to more of a broadband provider than those who have $120 video ARPU’s,” commented Cashman.

An interesting aspect to this deal is that MC Ventures—a communications focused firm—is betting on cable while many private investors are getting out of their cable investments.  In the past year, Virginia-based MCG Capital sold its stakes in Avenue Broadband and JetBroadband, while Carlyle recently agreed to sell its ownership in Insight Communications. In cable M&A of late, the story has been the big get bigger—recent buyers have been the large cablecos such as Time Warner and Charter. Baja Broadband is one smaller provider bucking that trend.

Satview Broadband Ltd. to Purchase System From Baja Broadband LLC

WENR Corporation (PINKSHEETS: WNRC) announced today Satview Broadband Ltd., a wholly owned subsidiary of WENR Corp., has signed an agreement to purchase a non-core cable system from Baja Broadband LLC, a portfolio company of M/C Venture Partners and Columbia Capital, in Nevada. Financial terms of the transaction have not been disclosed. Closing will occur in Q4 2010 upon receipt of regulatory and other approvals.

Baja Broadband provides triple-play broadband services including cable television, high-speed Internet and digital voice to approx 70,000 residential and commercial customers in Utah, New Mexico and Colorado. Peter Kahelin, CEO of Baja, said, "We are pleased to have concluded this process with a successful outcome. This strategic transaction will allow us to focus our attention and growth capital on our core systems, and continue to provide our subscribers with superior customer service and the most advanced products available."

Waller Capital Partners, LLC, a New York City based investment bank, served as Baja Broadband's exclusive financial advisor in the transaction.

About Satview Broadband Ltd.

Satview is a wholly owned subsidiary of WENR Corporation (PINKSHEETS: WNRC). Satview is a Reno-based television-programming provider operating in Elko County and Douglas County, Nevada. Satview designs, builds and operates broadband systems in the communities it serves.

About WENR

WENR Corporation is a media holding company, which has two wholly owned subsidiaries, Satview Broadband Ltd. and Ngensolutions LLC.

The foregoing contains forward-looking information within the meaning of The Private Securities Litigation Act of 1995. Such forward-looking statements involve certain risks and uncertainties. The actual results may differ materially from such forward-looking statements. The company does not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear any projected results (expressed or implied) will not be realized.

Contact: WENR Corporation Dan Green 435-709-8350 www.wenr.net