Application Form [pdf]

Application Letter f

LETTER

Letter requesting new application

2009-12-31

This document pretains to 325-NEW-20091221-00006 for New Application on a Permit to Foreign Broadcast filing.

IBFS_325NEW2009122100006_1012014

AKIN GUMP STRAUSS HAUER & FELDLLP Attorneys at Law TOM W. DAVIDSON 202.887.4011/fax: 202.955.7719 tdavidsonakingump.com December 18, 2009 VIA OVERNIGHT Federal Communications Commission International and Satellite Service P.O. Box 979093 St. Louis, Missouri 63197-9000 Re: Request for Authority to Deliver Programs to Foreign Broadcast Stations XETRA-FM, XIIITZ-FM and XIIR.M-FM Dear Sir or Madam: Local Media of America, LLC, by its attorneys, hereby submits the instant request for authority to permit the continued delivery of programming to foreign broadcast stations XETRA- FM, XHITZ-FM, and XHRM-FM pursuant to Section 325(c) of the Communications Act of 1934, as amended. Enclosed herewith are FCC Form 159 and the requisite information for payment of the filing fee for the instant application. Please do not hesitate to contact the undersigned with any questions regarding this matter. Sincerely, Tom W. Davidson cc: Ms. Linda Pintro, FCC Ms. Janice Shields, FCC Enclosures Robert S. Strauss Building /1333 New Hampshire Avenue, N.W. / Washington, D.C. 20036-1 564 / 202.887.4000 / fax: 202.887.4288 / www.akingump.com

/ ///Q977/ US BANFCC DEC 31 2O / READ INSTRUCTIONS CAREFULLY Approved by 0MB BEFORE PROCEEDING FEDERAL COMMUNICATIONS COMMISSION 3O54)589 REMITT'ANCE ADVICE PageNo1 o( FORM 159 (I)LOCKBOX# SPECL FCC Ut SECTION A- PAYER INFORMATION (2) PAYER NAME (if paying by credit card enter name exactly as it appears ontbe card) (3) TOTAL AMOUNT PA cents) Akin Gump Strauss Hauer & Feld LLP $95 00 (4) STREET A DDRESS LINE NO.1 1333 New Hampshire Ave. (5) STREET ADDRESS LINE NO.2 (6) CITY (7) STATE (8) Z Washington DC 20036 (9) DAYTIME TELEPHONE NUMBER (include area code) (10) COUNTRY CODE (if not in U.S.A.) 202-887-4000 FCC REGISTRATION NUMBER (FRN) REQUIRED (l1)PAYER(FRN) c12)FCCUSEONLY 0005094446 IF MORE THAN ONE APPLICANT, USE CONTINUATION SHEETS (FORM 159-C) COMPLETE SECTION BELOW FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE CONTI (13) APPLICANT NAME Local Media of America, LLC (14) STREET ADDRESS LINE NO.1 do Thoma Bravo, LLC (IS) STREET ADDRESS LINE NO.2 9200 Sears Tower, 233 South Wacker Drive (t6)CITY (17)STATE Chicago IL 60606 (19) DAYTIME TELEPHONE NUMBER (include area code) (20) COUNTRY CODE (if not is U.S 312-777-4444 FCC REGISTRATION NUMBER (BEN) REQUIREI) (21) APPLICANT(FRN) 22 Fc:C USb ONL? 0019422237 COMPLETE SECTION C FOR EACH SERVICL, IF MOEF IIOXRS AltE NEEDED, USE CO (23A) CALL SIGN/OTHER ID (24A) PAYMENT TYPE CODE (25 A) Qi ____________________ MBR (26A) FEE DUE FOR (FTC) (27A) TOTAL FEE FC Ut $95.00 $95.00 (28A)FCCCODEI (29A)FCCCODE2 (23B) CALL SIGN/OTHER ID (24B) PAYMENT TYPE CODE (25B)

owcouMIssIora USE ONLY United States of America Federal CommunIcations Comrvilsslon. Washington, D.C. )6E4 APPUCATION FOR PERMiT TO DEUVER PROGRAMS TO FOREIGN BROADCAST STATIONS (Cärefuly read.insfructions before tU#ng out Form-RETURN ONLY FORM TO FCC) 1. Name of applicant Street Address or P. 0. Box City State ZiP Code Ta1phone No. Chicago IL: 60606 (lcIude area code). iLoca1 Nedia o do Thomas Bravos .LLC America, LLC .9200 Sears Tower 233 South Wacker Drive . 312-777-4444 2. Name and address to whon communication should be sent if different from Item 1 Name Street Address or P.O. Box Cay State ZIP Code TelOphone No. Tom W. D4vidson 1333 New Hampshire A've, NW (ha ckcde eras code) Washington, DC 20036- . 202-887-4011 - 3. Legal identity of applicant. (only check one box? 0 Indlviduar 0 Partnership 0 Corporation 0 Gove*runent Entity 0 Other If Otherspecify: .Limited LiabilityCompany 4. Application is for: J Now Authorization 0 ExtensIon of Existing Authority 5. If applicant is an individual,.is applicant a citizen of the United States? D/N/A 0 YES 0 NO 6. If applicant is a partnership, are all partners citizens of the United States? 1)/N/A 0 YES 0 No 7. If Applicant Is a corporation: D/N/A a. Under laws of what state was It organized? b. Is more than one-fifth of the capital stock of the corporation owned of record or may it be voted by aliens or their representatives or by a foreign government or.representative thereof, or by any corporation organized under the laws of a foreign country? 0 YES 0 NO c. Is any officer or director of the corporation an alien? DYES Dwo If the answer is Yes, gWe the following for each: Name Natlonalby . Position FCC 30$

d. 'Is applicant directly or inirecdy controlled by any other corporation? 0' YES 0 NO. • if the answer is Yes, give the following for the contraIlin corporation. Name Address : State In which organized - a. Is more than one-fourth of the capital stock of.the controlling corporation either owned of record, or may it be voted by aliens, their representatives, or by a feredgn government • or representative thereof, or by any corporation organizd under the laws of a foreign country? 0 YESO No f. Is any officer or.more than one-fourth of the directors of the corporation an alien? . • 0 YES 0 NO If the answer Is Yes, give the name, nationality, and position of each, and give the total nuthberbf directors of the corporation. • Name Nationality Position' Number of Directors g. Is the above-described controijing corporation In turn a subsidiary? 0 YES 0 NO If the answer Is Yes, attach as E,chlblt No. - additional Information answering the holding company questions in this paragraph for each company, to and Indudüig the organization having ultimate control. 8. a. If the applicant is an unincorporated association, give the following: 13/N/A • Total number of members Number of Allen members (If anyi •• - b. State the following for alien officers or directors (if cny) 'D/N/A • - Name Nationality Position FGCSOO(P*go2) - - - JulyiNS • • •

9. a. What is applicant's principal business? Broadcastitig b. Does applicant or any party to this application have any Interest in, or connction with, any AM, FM, or 1V broadcast statIon (either domestic or foreign), or any application pending before the cornrnssion? 0 YES No - If the answer Is Yes, attach Exhibit No. - 1nrin full particolarL - to. Is applicant a representative of an alien or of a foreign government? 0 YES No IftheanswerisYes.eXplaifl. • 11. a;Has an radio station authorizatlor previously Issued to the applicant orparty to this application been revoked, either by the Commission or by any cauit? 0 YES No b. Flas thy previous application by the applicant or party to this application been denied by thô Commission or by a predecessor agency? 0 YES ] No If the answer to(aJ and/or (b) laYes, e1: •• - 2.a. Has applicant or any party to this application been found guilty by any court of any felony? 0 YES 1 No b. Has applicant or any party tollils application bee llnáfly acudged guilty by a fódersl • court of tM.violation .o2 the laws of the Unite( States relating to unliwful monopoly, • restraint of trade, arid/or unfair methods of competition? 0 YES I NO If the answer to (a) and/or Ib) is Yes, explain. FC3OB (Pag• 31 My1es8

I. i3. Address of studio or other piece at which piograms will originat4: %60 Granite Ridge Drive, Suite B, Sau Diego, CA 92123 14. State mvnrthIp of originating factIeg. See Exhibit I 15. Describe the means (wimlios, radio link, o other method) whereby programs will be delivered, to foreign station(s), including names of any etcnscng common carrieiL Wireless, microwave and satelite; telecommunications, private and common carrier 1& (3We the (ocatfon, type, and authorized poi of foreign station(s) to which pcograrnS will be delivered, and idenbfy the licensee or operating nay of such station(s). See Exhibit I 17. Attach as Exhibit No. a full explanation of the legal relationship between the applicant nd foreign stallanfat In valved, incl4dIng a copy of coneact (if any) with foreign st*tlen(si. 18. (a) Attach as Exhibit No. .L. a statement as to whether program delIveries are to be intermittent or regclarly scheduled, and the average number of hours per day, weak and/or month dwtng which the foreign station(s) Involved will broadcast such programs. (b) Attach as Exhlbft No. .L. a detaiied deecription of the n5ture and character of the programming proposed and the language to be employed, FiCA11ON The APPUCANT acknowledges that di statements contained I' this apptioatlon end attached thibita are matmial represanttions, and that the axhinits• forming a part of this application era incorpoitited herein as if sot out in full In the application. The undersigned certifies that the statamant contained in this application are twa, complete, and correct to the boat of his/her knowledge and belief end are made itt good.faIth. Signed and dated this I 8thday of nbei Local Media of America, LLC By (Wzn*.c(Apc&antj (Sn.nw.i WiLLFUl. FALSE STATØ.iENTS ON THIS Authorized Person ARE PUNISKASt.E BY IThE AND iMPRISONMENT. U.S. CODE, TITLE lS;.SECrlON 1001. EXHIBITS furnIshed as requited by this form; _________________ Ezhft No. Pars. No. of fonn Ham. of offic. er amptoy.e (1) by whom or (21 widat OffleW tIde whc. dtreodan uxhlbit wa piplmd Ithow whid'J .1 14, 16; 17, Led M. Mitchell Authorized Person 18 .. Form 30B (P.s. 4) July lass

FCC Form 308 Local Media of America, LLC Exhibit I Page 1 of2 Exhibit I Comprehensive Exhibit Local Media of America, LLC ("Local Media"), a wholly-owned subsidiary of Local Media of America Holdings, LLC ("Local Media Holdings") files the instant application requesting authority to deliver programming to XETRA-FM, 91.1 MHz; XHITZ-FM, 90.3 MHz; and XHRM-FM, 92.5 MHz (collectively "Stations"). The Stations are assigned to Tijuana, B.C., Mexico. The originating facilities are owned by Comunicaciones Xersa, S.A. de C.V. ("Xersa"). The Stations, which serve the San Diego radio market ("San Diego Market"), currently receive programming from Finest City Broadcasting, LLC ("Finest City"), the holder of a Section 325(c) authorization to deliver such progranuning pursuant to an Exclusive Promotional, Programming, and Sales Agreement ("Programming Agreement"). Finest City, however, presently is in default of its obligations under the senior notes ("Senior Notes") originally held by CIT Lending Services Corporation and certain other senior lenders (collectively, "CIT"). CIT recently completed the sale of the Senior Notes to Local Media Holdings, an affiliate of Thoma Bravo, LLC ("Thoma Bravo"), a private equity investment firm. As the owner of the Senior Notes, Local Media Holdings soon will institute a foreclosure action against Finest City's assets. It is currently anticipated that the foreclosure action will be completed by January 7, 2010.' Upon completion of the foreclosure, Local Media Holdings will transfer the assets formerly held by Finest City, including the Programming Agreement, to Local Media. As a result, Finest City's former assets, including the Programming Agreement, will be held by Local Media. Local Media will obtain Finest City's rights under the Programming Agreement and therefore will have the contractual authority to provide programming to the Stations. Accordingly, Local Media requests authority to deliver programming to the Stations pursuant to Section 325(c). I. OWNERSHIP STRUCTIJRE Local Media, the proposed holder of the Section 325(c) authorization, is a Delaware limited liability company. The sole member of Local Media is Local Media Holdings, a Delaware limited liability company. The sole member and manager of Local Media Holdings is Thoma Bravo Fund IX, L.P., a Delaware limited partnership ("TBF LP").2 The sole general partner of TBF LP is Thoma Bravo Partners IX, L.P., a Delaware limited partnership ("TBF Partners LP"). Thoma Bravo, in turn, is the sole general partner of TB Partners LP. Thoma Bravo is managed by a board of managers Simultaneously herewith, Local Media is filing an application for special temporary authority to enable the continued delivery of programming to the Stations from January 7, 2010 until such time as the FCC processes the instant Application. 2 Prior to commencement of the foreclosure action described herein, it is possible that TBF LP will transfer its sole membership interest in Local Media Holdings to an affiliate, which affiliate would be ultimately controlled by Thoma Bravo through TBF Partners LP.

FCC Form 308 Local Media of America, LLC Exhibit I Page 2 of 2 consisting of Orlando Bravo, S. Scott Crabill, Lee M. Mitchell and Carl D. Thoma. These four individuals also are the sole owners of Thoma Bravo. Foreign Ownership. No party to this application is an alien, a foreign government, a corporation organized under the laws of a foreign county, or a representative of any of the foregoing. IL NATURI OF THE PROGRAMMING Local Media will provide programming for the stations pursuant to the Programming Agreement. This agreement contains propriety information and will be provided to the Federal Communications Commission upon request. Program deliveries to the Stations will include regularly scheduled and special feature programming for up to 24 hours per day, seven days per week, throughout the year, subject to Xersa's Mexican programming obligations. The program deliveries will consist of entertainment, news, sports, weather, traffic, information and/or other broadcast material in the English language. The program deliveries will be unchanged from the programming delivered to the Stations by Finest City before completion of the foreclosure action described above.

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Document Modified: 2013-09-11 16:08:43
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