Attachment Exhibit 1

This document pretains to SES-ASG-20171204-01300 for Assignment on a Satellite Earth Station filing.

IBFS_SESASG2017120401300_1309634

                                                                         Radio License Holdings LLC
                                                                                      FCC Form 312
                                                                                           Exhibit 1

                            PUBLIC INTEREST STATEMENT
                          AND DESCRIPTION OF TRANSACTION

         Radio License Holdings LLC (“RLH”) is the licensee of satellite earth stations E861076
and E870207, the latter of which is used in connection with radio station WLS(AM), Chicago,
Illinois to facilitate broadcasts to the public. On November 29, 2017, Cumulus Media Inc.
(“CMI”), the ultimate parent entity of RLH, and certain of its direct and indirect wholly-owned
subsidiaries (collectively, the “Debtors”), filed a series of voluntary petitions for bankruptcy with
the United States Bankruptcy Court for the Southern District of New York (“Bankruptcy Court”)
seeking relief under the provisions of Chapter 11 of the United States Bankruptcy Code to
effectuate a restructuring of the debt obligations of the Debtors. The Debtors are now operating
as debtors-in-possession under the Bankruptcy Court’s oversight.1

        Contemporaneous with the filing of this pro forma transfer of control application, an
application has been filed on FCC Form 316 requesting FCC consent to the involuntary pro
forma transfer of control of each of the licenses and other authorizations used in connection with
radio broadcast stations licensed to RLH pursuant to the Chapter 11 proceeding. The proposed
transaction does not effect a substantial change in control of RLH, as the officers and directors of
CMI will remain unchanged following the filing of the bankruptcy petitions. The ownership
structure of CMI operating as a debtor-in-possession also will remain unchanged, but will now
be subject to the jurisdiction and oversight of the Bankruptcy Court. Accordingly, the proposed
transfer of control is pro forma in nature.

        A grant of this pro forma transfer of control application will enable RLH, operating under
the control of the proposed transferee, to continue to facilitate broadcasts to the public and, in the
case of E861076, commence the process of returning the satellite earth station to service.
Therefore, the applicant respectfully submits that a grant of this application will serve the public
interest.

        The applicant respectfully requests expedited processing of this pro forma transfer of
control application. Upon the Bankruptcy Court’s approval of the joint plan of reorganization
and the Debtors’ emergence from bankruptcy, a long-form transfer of control application will be
filed with the FCC to transfer control of the proposed transferee and, thus, the earth station
licenses, from the current shareholders of CMI, Debtor-in-Possession, to its new officers,
directors, and shareholders, who will control the surviving company as described in the approved
plan of reorganization.




1
 See In re Cumulus Media Inc., et al., Case No. 17-13381 (SCC) (Chapter 11) (Bnkr. S.D.N.Y.) (Jointly
Administered).



Document Created: 2017-12-01 18:28:38
Document Modified: 2017-12-01 18:28:38

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