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New York Attorneys Represent Morris Communications in $300 Million Stock Repurchase

New York partners Marc Powers and Steven H. Goldberg were assisted by partner Larry Markowitz and associate Michael Glasser in representing Morris Communications in a definitive agreement to repurchase all of Mediacom's (MCCC:NASDAQ) Class A common stock owned by an affiliate of Morris Communications in a transaction structured as a tax free split-off under Section 355 of the Internal Revenue Code. Closing is subject to the receipt of certain regulatory approvals and other customary closing conditions and is expected to occur in the fourth quarter of 2008.

Under the definitive agreement, Shivers Investments, LLC ("Shivers"), will exchange 28,309,674 shares of Mediacom Class A common stock for 100% of the shares of stock of a newly-created subsidiary of Mediacom, which will hold cable television systems currently owned by Mediacom serving approximately 25,000 basic subscribers and $110 million of cash. Both Morris Communications and Shivers are controlled by William S. Morris III, a member of Mediacom's Board of Directors. To evaluate the terms of the transaction, Mediacom's Board of Directors appointed a special committee of three independent directors. The special committee retained Lehman Brothers Inc. to act as its financial advisor. Based on the recommendation of the special committee, on September 7, 2008, Mediacom's Board of Directors unanimously voted to approve the transaction (with the two directors affiliated with Shivers abstaining).