Former HBO President, Time Warner Cable Programming CEO E. Thayer Bigelow, Jr.
and Former Hershey Foods Corporation Chairman Kenneth L. Wolfe To Join Board
Appointments Are Latest in Ongoing Process To Reconstitute Board Seeking the
Highest Qualified Independent Candidates
GREENWOOD VILLAGE, Colo., July 25 /PRNewswire-FirstCall/ -- As part of its
previously announced commitment to reconstitute its Board of Directors with
broad expertise in cable television, finance and corporate governance,
Adelphia Communications Corporation (OTC: ADELQ) today announced that its
Board of Directors has elected two new independent members: E. Thayer
Bigelow, Jr. and Kenneth L. Wolfe. They will replace outgoing board members
Leslie Gelber and Pete Metros, two of the four remaining directors who served
before the company's Chapter 11 filing.
William T. Schleyer, chairman and chief executive officer of Adelphia,
made the announcement. Pursuant to an order of the bankruptcy court overseeing
Adelphia's Chapter 11 case, Adelphia is required to provide certain
constituencies with five business days' advance written notice of such
elections. As a result, the appointments will become effective on August 2,
2003.
"Thayer Bigelow and Ken Wolfe each bring strong business and financial
backgrounds to our board and we look forward to benefiting from their
expertise and counsel," said Schleyer. "Their appointments continue
Adelphia's commitment to build an independent board of directors possessing
great depth of knowledge in corporate finance, corporate governance and
relevant industry experience."
Adelphia previously announced in June that four carry-over board members
had indicated their intention to resign from the board as new members were
appointed. Once the appointments of Messrs. Bigelow and Wolfe become
effective, Messrs. Gelber and Metros will resign from the board. The company
has retained the search firm Spencer Stuart, which identified Bigelow and
Wolfe, to help it identify additional candidates for the board.
Bigelow is managing general partner of Bigelow Media, an investment
company with emphasis on the media and entertainment industries. Before that
he was interim president and CEO of Courtroom Television Network LLC,
president and CEO of Time Warner Cable Programming, president of Home Box
Office, Inc. and president of American Television and Communications Corp. He
also served four years as chief financial officer of Time, Inc.
Wolfe is the recently retired former chairman of Hershey Foods
Corporation. During his tenure at Hershey Foods, he served as its Chairman
and CEO, President and COO, CFO and Senior VP of Finance and as its Treasurer,
among other titles.
Schleyer also expressed thanks to outgoing carry-over board members Gelber
and Metros. "Les and Pete played important roles positioning Adelphia for a
successful reorganization. They took decisive action to remove the Rigases
and conduct investigations while working to preserve as much value as possible
and maintain customer service. We are grateful for their hard work and
dedication and appreciate their support of Adelphia's transition to a new
team. We wish them well."
About E. Thayer Bigelow
E. Thayer Bigelow, Jr., 61, is a highly experienced senior executive in
the cable TV industry with a background in general management, marketing,
finance, operations and programming that spans nearly the entire history of
cable TV, from the early 1970's to today. Since 1998 he has been managing
general partner of Bigelow Media, LLC, a media investment and consulting firm.
From 1997 to 1998 he was interim CEO of Court Room Television Network, with
overall operational responsibility for maintaining the network's viability
while its ownership was restructured.
Bigelow spent six years as president and CEO of Time Warner Cable
Programming, which led the development of several 24-hour local news channels,
music choice channels, interactive television ventures and a multi-channel
pay-per-view service that later became In Demand. For three years as
president and COO of HBO he was responsible for marketing, finance, affiliate
sales, operations, international and business development, including launch of
the Comedy Channel.
Bigelow was president of American Television and Communications and for
four years chief financial officer for Time, Inc. He has also held positions
with Manhattan Cable Television, Time Life Films, Time Life Video and the
Time, Inc. corporate finance department.
Bigelow serves on two corporate boards: Crane Company and Huttig Building
Products, Inc. and serves as an independent director of the Lord Abbett Family
of Mutual Funds. He is a trustee or advisor to several charitable
organizations, including Trinity College and The Boys' Club of New York. He
received his Bachelor of Arts degree in 1965 from Trinity College and a
Masters of Business Administration in 1967 from the Darden Graduate School of
Business at the University of Virginia. He served two years in the U.S.
Marines.
About Kenneth L. Wolfe
Kenneth L. Wolfe, 64, is a distinguished and seasoned corporate leader
with 35 years experience in key leadership positions at Hershey Foods
Corporation. Most recently he served as Chairman until his retirement in
January 2002. He was chairman and CEO of Hershey Foods from 1993 to 2001 and
president and COO from 1985 to 1993.
Wolfe served as Hershey's chief financial officer and senior vice
president of finance, its vice president of finance and commodities, its vice
president of finance and administration, its treasurer, its director of
operations and financial analysis and its budget director.
Wolfe serves on two other corporate boards: Bausch & Lomb, Inc., where he
sits on the corporate governance committee, and Carpenter Technology
Corporation. He is a former director of the Hershey Trust Company and a
member of the Board of Managers of the Milton S. Hershey School and the M.S.
Hershey Foundation.
Wolfe received his Bachelor of Arts degree from Yale University in 1961
and his Masters of Business Administration from the Wharton School at the
University of Pennsylvania in 1967. While at Yale, he played football on the
school's last undefeated team. He also served four years in the U.S. Navy.
The Yale University School of Management and the Chief Executive
Leadership Summit recently presented Wolfe with its "Legends in Leadership"
award, citing him as a "role model for current and future leaders" and noting
his commitment to "areas that are now so crucial: integrity, reliable numbers
and forecasts, enviable product quality and genuine community responsibility."
About Adelphia
Adelphia Communications Corporation is the fifth-largest cable television
company in the country. It serves 3,500 communities in 32 states and Puerto
Rico, and offers analog and digital cable services, high-speed Internet access
(Adelphia Power Link), and other advanced services.
Cautionary Statement Regarding Financial and Operating Data
As a result of actions taken by management of the Company during the time
it was controlled by the Rigas family: (a) the Company has not yet completed
its financial statements as of or for the years ended December 31, 2001 and
December 31, 2002, or received its independent public accountants' report
thereon or filed with the Securities and Exchange Commission (the
"Commission") its Annual Report on Form 10-K for the years ended December 31,
2001 and December 31, 2002; (b) the Company's former independent public
accountants, Deloitte & Touche LLP, suspended their auditing work on the
Company's financial statements as of and for the year ended December 31, 2001
and withdrew their audit report with respect to the year ended December 31,
2000; (c) the Company has not yet completed its financial statements as of and
for the three months ended March 31, 2003 or filed with the commission its
Quarterly Report on Form 10-Q for the quarter ended March 31, 2003; (d) the
Company has not yet completed its financial statements as of and for the three
months ended March 31, 2002, June 30, 2002 or September 30, 2002, or filed
with the Commission its Quarterly Report on Form 10-Q for the quarters ended
March 31, 2002, June 30, 2002 and September 30, 2002; and (e) the Company
expects to restate its financial statements for the years ended December 31,
1999 and 2000, and its interim financial statements for 2001 and possibly
other periods. Effective March 4, 2003, the Company hired a new Chief
Executive Officer and President and Chief Operating Officer. The new Chief
Executive Officer replaced the interim Chief Executive Officer who, along with
other members of the current management team, took control of the Company in
May 2002. Current management has retained new independent auditors and begun
the preparation of new financial statements for the periods in question. As a
result of certain actions of Rigas management that the Company has previously
disclosed, the Company is unable to predict at this time when such financial
statements will be completed. In addition, current management believes that
the public information provided by Rigas management on other matters of
interest to investors, such as the Company's rebuild percentage (the
percentage of the Company's cable television systems that the Company believes
have been upgraded to current standards), was unreliable. As a result, the
Company anticipates that it may have to supplement the financial and other
information contained in its filings with the Commission and that such
supplemental information may be material.
Cautionary Statement Regarding Forward Looking Statements
This document includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended (the "Securities Act")
and Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). All statements regarding the Company's expected future
financial position, results of operations, cash flows, restructuring and
financing plans, business strategy, budgets, projected costs, capital
expenditures, competitive positions, growth opportunities, plans and
objectives of management for future operations and statements that include
words such as "anticipate," "if," "believe," "plan," "estimate," "expect,"
"intend," "may," "could," "should," "will," and other similar expressions are
forward-looking statements. Such forward-looking statements are inherently
uncertain, and readers must recognize that actual results may differ from the
Company's expectations. The Company does not undertake a duty to update such
forward-looking statements.
Actual future results and trends for the Company may differ materially
depending on a variety of factors discussed in the Company's filings with the
Commission, including its recently filed Current Reports on Form 8-K, the most
recently filed Quarterly Report on Form 10-Q, the Form 10-K for the year ended
December 31, 2000, and the most recent prospectus supplement filed under
Registration Statement No. 333-64224, under the section entitled "Risk
Factors" contained therein. Factors that may affect the plans or results of
the Company include, without limitation: (a) the Company's filing of a
petition for relief under Chapter 11 of the United States Bankruptcy Code; (b)
the results of litigation against the Company including the recently filed
civil complaint by the Commission and the potential for a criminal indictment
of the Company; (c) the effects of government regulations and the actions of
local cable franchise authorities; (d) the availability of
debtor-in-possession financing and surety bonds to support the Company's
operations; (e) the results of the Company's internal investigation and the
matters described above under "Cautionary Statement Regarding Financial and
Operating Data"; (f) actions of the Company's competitors; (g) the pricing and
availability of equipment, materials, inventories and programming; (h) product
acceptance and customer spending patterns; (i) the Company's ability to
execute on its business plans, to provide uninterrupted service to its
customers and to conduct, expand and upgrade its networks; (j) technological
developments; (k) matters relating to or in connection with the bankruptcy
filing and proceedings of TelCove, Inc. (formerly known as Adelphia Business
Solutions, Inc.); (l) changes in general economic conditions and/or economic
conditions in the markets in which the Company may, from time to time,
compete; (m) the movement of interest rates and the resulting impact on the
Company's interest obligations with respect to its pre-petition bank debt; and
(n) the delisting of Adelphia Communications Corporation's common stock by
Nasdaq. Many of such factors are beyond the control of the Company and its
management.
SOURCE Adelphia Communications Corporation
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Related links:
http://www.adelphiacom.com
CONTACT:
Paul Jacobson of Adelphia Communications
Corporation, +1-303-268-6426
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