312 - Transfer - Ame

SUPPLEMENT submitted by Miami Station Split Co.

Amended Exhibit F

2014-05-05

This document pretains to SES-T/C-20140417-00309 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2014041700309_1045050

                                                                              FCC Form 312
                                                 Schedule A, Question A21, Amended Exhibit F
                                                                                May 5, 2014
                                                                                 Page 1 of 1

                                          EXHIBIT F

             DESCRIPTION OF TRANSACTION AND PUBLIC INTEREST STATEMENT

        Graham Holdings Company (formerly The Washington Post Company) (“GHC”) and
Berkshire Hathaway Inc. (“Berkshire Hathaway”) hereby seek Commission consent to transfer
control of Miami Station Split Co. (“Licensee”) from GHC to Berkshire Hathaway. This transfer
of control is the second step in a two-step transaction pursuant to which Berkshire Hathaway
proposes to obtain control of the Licensee.

         In the first step of the transaction, Post-Newsweek Stations, Florida, Inc. (“Post-
Newsweek Florida”) intends to assign to the Licensee certain assets of full-power commercial
broadcast television station WPLG(TV), Miami, Florida (Facility ID No. 53113) (“WPLG”),
including the instant earth station licenses which are currently held by Post-Newsweek Florida.
Licensee is currently a wholly-owned and controlled subsidiary of Post-Newsweek Florida.
Thus, this constitutes a pro forma assignment. Control of Licensee then will be transferred in
immediate succession (i) from Post-Newsweek Florida to its direct parent company, Post-
Newsweek Stations, Inc. (“Post-Newsweek”), and then (ii) from Post-Newsweek to its direct
parent company, GHC. Because GHC is the ultimate parent company of Post-Newsweek, Post-
Newsweek Florida, and Licensee, this transfer of control also is pro forma in nature. Consent for
this first pro forma step of the transaction has been sought in pro forma application SES-ASG-
INTR2014-00761.

       The second step of the transaction is the subject of the instant transfer of control
application, which seeks Commission consent to transfer control of the Licensee from GHC to
Berkshire Hathaway. Inasmuch as Berkshire Hathaway is duly qualified to acquire the Licensee
and make beneficial public use of its licenses in connection with its operation of WPLG, the
proposed transfer of control will serve the public interest, convenience and necessity.



Document Created: 2014-05-05 17:07:15
Document Modified: 2014-05-05 17:07:15

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