Attachment Attachment

This document pretains to SAT-ASG-20180619-00047 for Assignment on a Satellite Space Stations filing.

IBFS_SATASG2018061900047_1427949

                                         FCC Form 312/Schedule A – Pro Forma Assignment
                                                    Licensee/Assignor: Audacy Corporation
                                                          Assignee: Audacy Spectrum LLC


  I.   DESCRIPTION OF THE TRANSACTION, PUBLIC INTEREST STATEMENT,
       RESPONSE TO QUESTIONS 43 AND A21

         The instant Form 312 application (“Application”) seeks Commission consent for Audacy
Corporation (“Audacy”) to assign its non-geostationary space station license (Call Sign S2982)
(“License”) to its subsidiary, Audacy Spectrum LLC (“Audacy Spectrum”), a Delaware limited
liability company, as part of an internal corporate restructuring (the “Transaction”). The license
assignment described herein is pro forma in nature and will not result in a change in the actual
controlling party of Audacy or the License.

        The pro forma assignment described herein serves the public interest. The pro forma
assignment will enable Audacy to access additional funding mechanisms and enjoy greater
financial and administrative efficiencies, thereby allowing further investment in its satellite
network infrastructure

       The following diagrams show Audacy’s pre- and post-Transaction structure.

Figure 1.0 – Pre-Transaction Structure

 Audacy Corporation
    (Delaware)

Figure 2.0 – Post-Transaction Structure

 Audacy Corporation
                                          Horizon Technology
    (Delaware)
                                               Finance
                                              (Delaware)

               99%                     1%



                 Audacy Spectrum LLC
                      (Delaware)



 II.   RESPONSE TO QUESTIONS 40 AND A20 (OWNERSHIP)

Stockholders Holding Greater than Ten Percent Voting Stock of Audacy Spectrum

       Audacy Spectrum is 99% owned by Audacy Corporation. No other entity has a 10
percent or greater voting or equity interest in Audacy Spectrum.


Audacy Spectrum Officers and Managers

           Ralph Ewig – President, CEO, Secretary and Manager
           James Spicer – Manager
           HAU Assets LLC – Manager

Correspondence for Audacy Spectrum’s Officers and Managers may be addressed to:

           Audacy Corporation
           340 S. Lemon Ave., Suite 8787
           Walnut, CA 91789

Stockholders Holding Greater than Ten Percent Voting Stock of Audacy Corporation

                                                                                                 Equity
                  Name       Business                 Address                    Citizenship
                                                                                                 Ownership

                                            Audacy Corporation
                                            340 S. Lemon Ave.
            Ralph Ewig        Audacy                                             United States   30.2%
                                            Suite 8787
                                            Walnut, CA 91789

                                            Audacy Corporation
                                            340 S. Lemon Ave.                 United Kingdom,
          James Spicer        Audacy                                                          12.1%
                                            Suite 8787                         New Zealand
                                            Walnut, CA 91789

                                            Metatron Global, a.s.
                                            Na Prikope 22
                              Venture
      Metatron Global                       Building B/C                       Czech Republic    14.9% 1
                               Fund
                                            110 00 Prague 1
                                            Czech Republic

Audacy Corporation Officers and Directors

           Ralph Ewig – President, CEO, Secretary and Director
           Petr Johanes – Director
           Livingston Holder - Director

Correspondence for Audacy’s Officers and Directors may be addressed to:

           Audacy Corporation
           340 S. Lemon Ave., Suite 8787
           Walnut, CA 91789

1
    Includes acquisition of additional shares issued during financing round in September 2017.

                                                           2



Document Created: 2018-06-19 14:55:44
Document Modified: 2018-06-19 14:55:44

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