Attachment 2018_12_19_16_19_41.

2018_12_19_16_19_41.

APPLICATION

Special Temporary Authority

2018-11-28

This document pretains to 325-STA-20181128-00003 for Special Temporal Authority on a Permit to Foreign Broadcast filing.

IBFS_325STA2018112800003_1591864

Akin Gump STRAUSS HAUER & FELD LLP TOM W. DAVIDSON 202.887.401 1#ax: 202.955.7719 tdavtdsonakingump.com November 2$, 201$ Via ECFS Non-Docketed filing Module federal Communications Commission International and Satellite Service P.O. Box 979093 St. Louis, Missouri 63197-9000 Re: Request for Expedited Processing Application for Special Temporary Authority to Deliver Programs to Foreign Broadcast Stations XTRA-FM XHTZ-FM, and XNRMFM Dear Sir or Madam; Pursuant to Sections 309(f) and 3 25(c) of the Communications Act of 1934, as amended, and Section 25.120 of the rules of the Federal Communications Commission (“FCC” or “Commission”),’ Local Media San Diego, LLC (“LM$D”), by its attorneys, hereby submits the instant request for special temporary authority (“STA Application”)2 to permit LMSD to continue to deliver programming to foreign broadcast stations XTRA-FM, XHTZ-FM, and XHRM-FM (collectively, the “Stations”), following the change in control of LMSD described herein. The requested special temporary authority would apply during the period in which the FCC processes an application (“New 325(c) Permit Application”) for LMSD to deliver programming to the Stations pursuant to the Transaction (as defined below).3 LM$D presently holds a 325(c) permit to deliver programming to the Stations initially granted by the Commission on february 19, 2010, and most recently renewed on March 11, 2015 (“Current Authorization”).4 LMSD is a wholly-owned subsidiary of Local Media of America Holdings, LLC (“Local Media”). Pursuant to a Unit Purchase Agreement dated November 27, 201$, Local Media San Diego Holdings, LLC (“LMSD Holdings”) has agreed to purchase from Local Media all of the outstanding membership units of LMSD (“Transaction”). Upon consummation of the Transaction, LMSD will become a wholly-owned subsidiary of LMSD ‘See 47 U.S.C. § 325(c); 47 C.F.R. § 25.120. 2The Application is being submitted electronically as a non-docketed filing. See International and Satellite Services Fee filing Guide (Sept. 4,2018); Public Notice, DA 14-1838 (Dec. 16,2014). LMSD is submitting the New 325(c) Permit Application concurrently herewith. 4 IBFS File Nos. 325-NEW-20091221-00006 and 325-RWL-20150109-0000l. aklngump.Com Robert S. Strauss BuildIng 1333 New Hampshire Avenue, N.W. I Washington, D.C. 20036-1564 1202.887.4000 I fax: 202.687.4288 I

FOR COMMISSION USE ONLY File No. UnIted States of America Federal CommunIcations Commission Washington, D.C. 20554 APPLICATION FOR PERMIT TO DELIVER PROGRAMS TO FOREIGN EROADCAST STATIONS (Carefully reed inotructions before filing out Form-RETURN ONLY FORM TO FCC) 1. Name of Applicant Street Address or P.O. Boo City State Zip Code Telephone No. Local Medie Sen Diego, LLC (inotude aree code) 6160 Cornerstone Cl. E Suite 150 (858) 888-7000 Sen Diego, CA 92121-3720 2. Name and addreus to wfiom communication should be sent if different from item 1. Name Street Address or P.O. Box City State Zip Code Telephone No. Tom W. Davidson (include area code) Akin Gump Streus Hauer & Paid, LLP (202) 8874011 1333 New Hampshire Ave. NW Washington, DC 20036 3. Legal identity of applicant: (only check one box) C Individual C Partnership LI Corporation LI Govemment Entity C Other If other specify: Limited Liability Company 4. Application is for: SPECIAL TEMPORARY AUTHORITY C New Authorization C Extension of Existing Authority S. If applicant ie en individual, is applicant a citizen of the United States? 0/NIA C YES C NO B. If applicant is a partnership, are all partners citizens of the United States: DINIA C YES C NO 7. If applicant is a corporation: DINIA a. Under laws of what state wee 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 corporalion organized under the laws of a foreign country? C YES C NO c. Is any officer or director of the corporation en alien? C YES C NO If the answer is Yes, give the following for each: Name Nationality Position

9. a. What is applicant’s principal business? Broadcasting b. Dean applicant or any party to thin application have any Interest in, or connection with, any AM, FM, or TV broadcast station (either domestic or foreign), or any application pending before the Commission? CYES CNO If the answer in Yes, atfach ExhIbit No. giving full particulars. See Evhlblt 10. Is applicant a representative of an alien or of a foreign government? C YES C ND If the answer is Yes, acplaln. 11. a. Has any mdio station authorization previously Issued to the applicant or party to this application been revoked, either by tha Commission or by any court? C YES C NO b. Has any previous application by the applicant or party to this application bevy denied by the Commission or by a predecessor agency? C YES C NO If the answer to (a ) and/or (b) in Yes, eaplain: 12. a. Has applicant or any party to thin application been found guilty of any felony by any court? C YES CNO b. Han applicant or any party to this application been finally adjudged guilty by a federal court of the violation of the iawe of the United Staten relating to unlawful monopoly, restraint of trade, and or unfair methods of competition? C YES C NO If the answer to (a ) and or (b) in Yen, ecplain. FCC 308 (Page 3) Month/Year

16. Coordinated foreign station to which programs will be provided: See Exhibit I Celisign: City: State: o AM Station Frequency (kHz): p6yjrne Ninhhime Coordinates: NL • NL WL WL Operating power: O FM Statlnn: Frequency: Chenvel: Clans: Mode of operation: Oirectional/Non-directlonel Maximum Effective Redieted Power (kW): Coordinates: NL WL Antenna Height Above Average Terrain (HAAT): Antenna Radiation Center Above Meen Sea Level (RCAMSL): O TV Stetlon: Channel: Mode of operation: DlrectioneWNon-direchonel Maximum Effective Radiated Power (kW): Coordinates NL WL Antenna Height Above Average Terrain (HAAT): Antenna Radiation Center Above Mean Sea Level (RCAMSL):

17. Attach as Exhibit No________ a tnt explanation of the legal relationship between the applicant and foreign statton(a) Involved, including a copy of contract (if any) with foreign station(s). See Exhibit I 16. a. Attach as Exhibit No_____ a statement as to whether program deliveries era to be totonnittsrrt or regularly scheduled and the average number of hours. per day week and cr month during which the foreign station(s) Involved will laoadcast See Exhibit I b. Attach as Exhibit No_______ a deleted desaiption oldie nature and character of the programnrfr,g proposed and the language to be employed. See Exhibit I 15. An6I.Drug Abuse Act CertIfication. Assignaoftransforee certifies that neither assignee nor any panty to tile application Is subject to denial of federal benefits pursuant to Section 5301 of the flnti.Drug Abuse P,ct of 1988, 21 U.S.C. Section 562. 20. Equal Employment OpportunIty (EEO If the applicant proposes to employ five or more hdl-time employees, applicant certifies that ft Is tiling simuttaneouoiy with this applicant a Model ESO Program Report on FCC Form 39GA CERI1 Fl CATION The APUCANTaclaiowtedges that all statements contained in this application and attached exhibits are rna(indal representaUon and thettbe exhilvlslormkig apretof this appficabon are incorporated herein as it set out In lot In the application The undersigned certifies thabdie statarnentu contained In this appllcafide are hue, complete and correct to the best othlafrier knowledge and beflef and are madetn good fath. Signed and dated this 28th day of November. 201 8. Local MedlaSan Diego, tIC lNemeafAcctcerul By i4tuuw— t( leoneurmi ) (reel rA1LI.FUL FALSE STATEMENTS MADE ON ThiS FORM P.RE PUNISHABLE BY FINS AND IMPRISONMENT. I U.S. CODE, TITLE 18. SECTION 1001. EXHIBITS hrmished as required by this form:

CERTIFICATION The APPLICANT acknowledges that all statements contained in this application and attached exhibits are material representations, and that the exhibits forming a part of this application are incorporated herein as if set out in full In the application. The undersigned certifies that the statements contained In this application are true, complete and correct to the best of his/her knowledge and belief end are made In good faith. Signed and dated this 28th day of November, 2018. Local Media of Amedca Holdings, LLC By (Name of Applicant) (Signature) Lee M. Mitchell Authorized Siiner LLFUL FALSE STATEMENTS MADE ON THIS FORM ARE PUNISHABLE BY FINE AND IMPRISONMENT. U.S. CODE. TITLE 18, SECTION 1001.

FCC Form 308 Local Media San Diego, LLC Exhibit I Page 2 of 4 The membership interests in LMSD Holdings consist of preferred membership units (‘Preferred Units”) and common membership units (“Common Units” and, together with the Preferred Units, the ‘Membership Units”). Holders of Membership Units are entitled to one vote per Membership Unit. Holders of Preferred Units vote together as a single class, as is the case with holders of Common Units. The holders of Preferred Units are Mel Wheeler, Inc.,6 Trivest Investment Partners, LLC,7 Simmons Capital, LLC,8 John Gehron, Pacheco Family Trust, and Todd Schmacher. The holders of Common Units are Gregg Wolfson,9 Norman McKee,’° and Tantara Capital Partners, LLC.” The following members of LMSD hold 5% or greater of the total Membership Units of LMSD Holdings: Mel Wheeler, Inc., Trivest Investment Partners, LLC, Simmons Capital, LLC, Gregg WoWson, Norman McKee, and Tantara Capital Partners, LLC.’2 Foreign Ownership. No party to this application is an alien, a foreign government, a corporation organized under the laws of a foreign country, or a representative of any of the foregoing. Other Broadcast Interests. The following information is being provided in response to Item 9(b) on FCC Form 308: Norman McKee, Gregg Wolfson, Tantara Capital Partners, LLC, and Steven McNeely hold attributable interests in Black Diamond Broadcasting Holdings, LLC, the licensee of WGFN(FM), Glen Arbor, Michigan; WGFE(FM), Glen Arbor, Michigan; WMKC(FM), Indian River, Michigan; WGFM(FM), Cheboygan, Michigan; WCBY(AM), Cheboygan, Michigan; WWMK(FM), Onaway, Michigan; and WCHY(FM), Cheboygan, Michigan. • Chris Pacheco holds an attributable interest in fat Dawgs Broadcasting LLC, the licensee of KYNO(AM), Fresno, California and KFPT(AM), Clovis, California. Mr. Pacheco also holds an attributable interest in One Putt, the licensee of KFRR(FM), 6 The following stockholders of Mel Wheeler, Inc. wifi hold 5% or greater indirect interests in LMSD: Leonard Wheeler, Clark V. Wheeler, and Steve J. Wheeler. ‘ Troy Templeton is the sole member of Trivest Investment Partners, LLC that will hold a greater than 5% indirect interest in LMSD. 8 The David E. Simmons 201 Trust is the sole member of Simmons Capital, LLC that wifi hold a greater than 5% indirect interest in LMSD. David E. Simmons is the trustee of The David E. Simmons 201 Trust. Mr. Wolfson presently is the Vice President and General Manager of LMSD. He has served in this position since 2010, when Thoma Bravo acquired control of LMSD. 1 Mr. McKee presently is the Chief Operating Officer of LMSD. He has served in this position since 2010, when Thoma Bravo acquired control of LMSD. Steven McNeely, the sole member and manager of Tantara Capital, LLC, will hold a greater than 5% indirect interest fri LMSD. 12 Mel Wheeler, Inc. and Trivest Investment Partners, LLC each hold approximately 26.7% of the total Membership Units of LMSD Holdings. Tantara Capital Partners, LLC holds approximately 13.2% of the total Membership Units of LMSD Holdings. Mr. Wolfson and Mr. McKee each hold approximately 10% of the totalMembership Units of LMSD Holdings. Simmons Capital, LLC holds approximately 6.4% of the total Membership Units of LMSD Holdings. All other members of LMSD hold less than 5% of the total Membership Units of LMSD Holdings.

FCC Form 308 Local Media San Diego, LLC Exbibit I Page 4 of 4 III. TECHNICAL INFORMATION The following information is being provided in response to Item 16 on FCC Form 308: Call Sign Freq Channel Class Mode of Maximum Coordinates HAAT RCAMSL . Operation ERP W) )UIRM-fM 92.5 223 Cl Non- 100,000 32-30-14 593’ 946’ directional 117-02-43 )GITZ-fM 90.3 212 C Non- 100,000 32-30-14 593’ 946’ directional 117-02-43 XTRA-FM TY 216 C Non- 100,000 32-30-22 478’ 898’ directional 117-02-21


Document Created: 2019-04-24 13:48:18
Document Modified: 2019-04-24 13:48:18
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