Attachment Attachment 1

This document pretains to ITC-T/C-20160203-00098 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2016020300098_1124846

                                                                                  Attachment 1
                                                                                 FCC Form 214
                                                                                    Page 1 of 4

ANSWER TO QUESTION 10

  Information for Transferor, Transferee and Section 214 Holder

        Contact Information for Transferor/Transferee:

            Company Contact
            Robert A. Koch
            H&B Enterprises, Inc.
            108 N. Main St.
            Holyrood, KS 67450
            Tel. 785-252-4000

            Legal Counsel
            Howard Shapiro
            Bennet & Bennet, PLLC
            6124 MacArthur Blvd.
            Bethesda, MD 20816
            Tel. 202-371-1500

        H&B Enterprises, Inc. (FRN: 0007754260) is a domestic corporation organized under
         the laws of the State of Kansas.

        H&B Enterprises, Inc. has not previously received any International Section 214
         authority other than the International Section 214 authority that is the subject of this
         application.

        Contact Information for 214 Holder:

            Company Contact
            Robert A. Koch
            H&B Communications, Inc.
            108 N. Main St.
            Holyrood, KS 67450
            Tel. 785-252-4000

            Legal Counsel
            Howard Shapiro
            Bennet & Bennet, PLLC
            6124 MacArthur Blvd.
            Bethesda, MD 20816
            Tel. 202-371-1500


                                                                                   Attachment 1
                                                                                  FCC Form 214
                                                                                     Page 2 of 4

          H&B Communications, Inc. (FRN: 0002331601), is a domestic corporation organized
           under the laws of the State of Kansas.

          H&B Communications, Inc. has not previously received any International Section
           214 authority other than the International Section 214 authority that is the subject of
           this application.


ANSWER TO QUESTION 11

The following information is provided for all entities that hold an ownership interest of 10% or
more in H&B Communications, Inc., the Section 214 holder:

H&B Enterprises, Inc.
108 N. Main St.
Holyrood, KS 67450
Tel. 785-252-4000
Citizenship: United States
Percentage Equity: 100%
Percentage Voting: 100%
Principal Business: Holding Company

The following information is provided for all entities that hold an ownership interest of 10% or
more in H&B Enterprises, Inc., the Transferor/Transferee:

Robert A. Koch                               Del Jean Nash
108 N. Main St.                              108 N. Main St.
Holyrood, KS 67450                           Holyrood, KS 67450
Tel. 785-252-4000                            Tel. 785-252-4000
Citizenship: United States                   Citizenship: United States
Percentage Equity: 8.33%                     Percentage Equity: 8.33%
Percentage Voting: 43.1%                     Percentage Voting: 43.1%
Principal Business: Telecommunications       Principal Business: Telecommunications


                                                                                            Attachment 1
                                                                                           FCC Form 214
                                                                                              Page 3 of 4


Marlena D. Jahn                                        Justin T. Nash
18331 Golden Oaks Dr,                                  P.O. Box 60
Jamestown, CA 95327                                    Holyrood, KS 67450
Citizenship: United States                             Citizenship: United States
Percentage Equity: 13.9% 1                             Percentage Equity: 20.8%2
Percentage Voting: 2.3%                                Percentage Voting: 3.4%
Principal Business: Telecommunications                 Principal Business: Telecommunications

Brandon E. Koch                                        Brent T. Nash
300 S Charles                                          P.O. Box 99
Holyrood, KS 67450                                     Holyrood, KS 67450
Citizenship: United States                             Citizenship: United States
Percentage Equity: 13.9%3                              Percentage Equity: 20.8%4
Percentage Voting: 2.3%                                Percentage Voting: 3.4%
Principal Business: Telecommunications                 Principal Business: Telecommunications

Allison N. Koch
503 N Charles
Holyrood, KS 67450
Citizenship: United States
Percentage Equity: 13.9%5
Percentage Voting: 2.3%
Principal Business: Telecommunications




1
  Includes voting and non-voting shares held directly and non-voting shares held through The Marlena D. Jahn
Irrevocable Trust in which she is co-Trustee and Beneficiary.
2
  Includes voting and non-voting shares held directly and non-voting shares held through The Justin T. Nash
Irrevocable Trust in which he is co-Trustee and Beneficiary.
3
  Includes voting and non-voting shares held directly and non-voting shares held through The Brandon E. Koch
Irrevocable Trust in which he is co-Trustee and Beneficiary.
4
  Includes voting and non-voting shares held directly and non-voting shares held through The Brent T. Nash
Irrevocable Trust in which he is co-Trustee and Beneficiary.
5
  Includes voting and non-voting shares held directly and non-voting shares held through The Allison N. Koch
Irrevocable Trust in which she is co-Trustee and Beneficiary.


                                                                                              Attachment 1
                                                                                             FCC Form 214
                                                                                                Page 4 of 4

ANSWER TO QUESTION 13

H&B Communications, Inc. (“HBC”) is the holder of an International 214 authorization granted
under file number ITC-214-20031211-00546.6 Pursuant to section 63.24 of the Commission’s
rules, HBC hereby notifies the Commission of a pro forma reorganization representing a non-
substantial change in HBC’s ownership that became effective as of June 30, 2015.

HBC is a Kansas corporation that is wholly-owned by H&B Enterprises, Inc. (“Enterprises”), also
a Kansas corporation. Enterprises is owned and controlled by the members of two families. No
single shareholder holds (or prior to this transaction held) a controlling interest in Enterprises.
Enterprises has issued two classes of shares: voting and non-voting. Prior to this transaction,
voting and non-voting shares were issued to each shareholder in the same proportion so that voting
interests and equity interests were identical. The two largest shareholders, Robert Koch and Del
Jean Nash, each held a combination of voting and non-voting shares that represented a 43.1%
voting and equity interest in Enterprises. The three children of Robert Koch (Marlena D. Jahn,
Brandon E. Koch and Allison N. Koch) each held both voting and non-voting shares amounting to
a 2.3% voting and equity interest in Enterprises. The two children of Del Jean Nash (Justin T.
Nash and Brent T. Nash) each held both voting and non-voting shares amounting to a 3.4% voting
and equity interest in Enterprises.

As part of a plan of succession to ensure the continued stability of the company, Robert A. Koch
and Del Jean Nash established a trust for each of their children and assigned a portion of their non-
voting shares in Enterprises into each trust. All voting shares continued to be held as they were
prior to this transaction. As a result, Robert Koch and Del Jean Nash each continues to hold a
43.1% voting interest in Enterprises but both have seen a reduction in their respective equity
interests from 43.1% to and 8.3%. The three children of Robert Koch (Marlena D. Jahn, Brandon
E. Koch and Allison N. Koch) each continues to hold a 2.3% voting interest in Enterprises but has
seen an increase in his or her respective equity interest from 2.3% to 13.9%. Likewise, the two
children of Del Jean Nash (Justin T. Nash and Brent T. Nash) each continues to hold a 3.4%%
voting interest in Enterprises but has seen an increase in his respective equity interest from 3.4%
to 20.8%.

The parties acknowledge that this notification is being filed more than 30 days after the transaction
occurred and hereby request a waiver of the 30 day requirement set forth in section 63.24(f)(2) of
the Commission’s rules. The failure to file earlier was entirely inadvertent as it was not apparent
to the applicant that a filing requirement might have been triggered by the simple redistribution of
a portion of the passive non-voting stock held by two shareholders to their existing shareholder
children. The parties hereby certify that together this transaction considered with all previous pro
forma transactions, has not resulted in a change in the actual controlling parties.
6
 HBC is also the licensee of a 700 MHz C Block wireless license (call sign WPWV319) and its affiliate H&B Cable
Service, Inc. is the licensee of a nationwide 3650 MHz license (call signWQLN543). Contemporaneous
notifications regarding the pro forma non-substantial changes in the ownership described herein are being filed
through the Commission’s Universal Licensing System with respect to those wireless licenses.



Document Created: 2016-02-02 17:12:38
Document Modified: 2016-02-02 17:12:38

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