Federal Communications Commission
Washington, D.C. 20554
Approved by OMB
3060-0009 (June 2010)
FCC 316
FOR FCC USE ONLY
 
APPLICATION FOR CONSENT TO ASSIGN BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE OR TO TRANSFER CONTROL OF ENTITY HOLDING BROADCAST STATION CONSTRUCTION PERMIT OR LICENSE

Read INSTRUCTIONS Before Filling Out Form

FOR COMMISSION USE ONLY
FILE NO.

BAL - 20090508AAK
Section I - General Information
1. Legal Name of the Licensee/Permittee
SOVEREIGN CITY RADIO SERVICES, LLC
Mailing Address
PO BOX 272

City
GREEN BAY
State or Country (if foreign address)
WI
Zip Code
54305 - 0272
Telephone Number (include area code)
9202711000
E-Mail Address (if available)
FCC Registration Number:
0016713711
Call Sign
WMYR
Facility ID Number
56984
2. Contact Representative (if other than licensee/permittee)
HOWARD M. LIBERMAN
Firm or Company Name
DRINKER BIDDLE & REATH, LLP
Mailing Address
1500 K STREET, NW
SUITE 1100

City
WASHINGTON
State or Country (if foreign address)
DC
ZIP Code
20005 - 1209
Telephone Number (include area code)
2028428876

E-Mail Address (if available)
HLIBERMAN@DBR.COM
3. If this application has been submitted without a fee, indicate reason for fee exemption (see 47 C.F.R. Section 1.1114):
Governmental Entity Noncommercial Educational Licensee/Permittee Other
N/A (Fee Required)
4.
a.  Voluntary Assignment or Transfer of Control  Involuntary Assignment or Transfer of Control
Amendment to pending application
File number of pending application: -

If an amendment, submit as an Exhibit a listing, by Section and Question Number, of the portions of the pending application that are being revised.

[Exhibit 1]

b.

Applicant certifies that the use of FCC Form 316 is appropriate for this transaction.

 

Yes No
See Explanation in
[Exhibit 2]
5.

Were any of the authorizations that are the subject of this application obtained through the Commission's competitive bidding procedures (see 47 C.F.R. Sections 1.2111(a) and 73.5000)?

If yes, list pertinent authorizations in an Exhibit.

Yes No

[Exhibit 3]



NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be submitted for each question for which a "No" response is provided.

Section II - Assignor/Transferor

1. Certification.   Assignor/Transferor certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Assignor/Transferor further certifies that where it has made an affirmative certification below, this certification constitutes its representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets. Yes No
2.
Application for (check one): Consent to Assign Construction Permit Consent to Transfer Control of Permittee
Consent to Assign License Consent to Transfer Control of Licensee
Amendment to pending application
3.
Legal Name of the Assignor/Transferor
SOVEREIGN CITY RADIO SERVICES, LLC
Mailing Address
PO BOX 842

City
GREEN BAY
State or Country (if foreign address)
WI
Zip Code
54307 - 0842
Telephone Number (include area code)
9202711000
E-Mail Address (if available)

4.
Contact Representative (if other than Assignor/Transferor)
DENISE B. MOLINE, ESQ.
Firm or Company Name

Mailing Address
358 PINES BLVD.

City
LAKE VILLA
State or Country (if foreign address)
IL
Zip Code
60046 - 6600
Telephone Number (include area code)
8472457414

E-Mail Address (if available)
DBMOLINE@COMCAST.NET
 
If more than one Transferor, submit the information requested in Questions 3 and 4 for each transferor.
[Exhibit 4]
5. Authorizations to be Assigned/Transferred. List the authorized stations and construction permits to be assigned/transferred. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be assigned/transferred. Include main stations, FM and/or TV translator stations, LPTV stations, FM and/or TV booster stations.

[Enter Station Information]


List the authorized stations and construction permits to be assigned/transferred. Provide the Facility Identification Number and the Call Sign, or the Facility Identification Number and the File Number of the Construction Permit, and the location, for each station to be assigned/transferred. Include main stations, FM and/or TV translator stations, LPTV stations,, FM and/or TV booster stations.

Facility ID Number
Call Sign or Construction Permit File Number
City
State
56984 WMYR - FORT MYERS FL


6.
Agreements for Sale/Transfer of Station.
a. If the transaction is voluntary, Assignor/Transferor certifies that:
  i. it has placed in licensee's/permittee's public inspection file(s) and submitted as an exhibit to this item copies of all agreements for the assignment/transfer of the station(s);
  ii. these documents embody the complete and final understanding between assignor/transferor and assignee/transferee; and
  iii. these agreements comply fully with the Commission's rules and policies.
b. If the transaction is involuntary, the Assignor/Transferor certifies that court orders or other authorizing documents have been issued and that it has placed in the licensee's/permittee's public inspecition file(s) and submitted to the Commission copies of such court orders or other authorizing documents.
Exhibit Required
Yes No
N/A

[Exhibit 5]


Yes No
N/A

[Exhibit 6]

7.
Character Issues. Assignor/Transferor certifies that neither licensee/permittee nor any party to the application has or has had any interest in, or connection with:
a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or
b. any pending broadcast application in which character issues have been raised.
Yes No

See Explanation in
[Exhibit 7]

8.
Adverse Findings. Assignor/Transferor certifies that, with respect to the assignor/transferor and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination.
Yes No
See Explanation in
[Exhibit 8]
9. Auction Authorization. Assignor/transferor certifies that more than five years have passed since the issuance of the construction permit for the station being assigned, where that permit was acquired in an auction through the use of a bidding credit or other special measure. Yes No
N/A


See Explanation in
[Exhibit 9]
10. Anti-Drug Abuse Act Certification. Assignor/Transferor certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862. Yes No

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations.

Typed or Printed Name of Person Signing
SCOTT KRUSINSKI
Typed or Printed Title of Person Signing
VICE PRESIDENT
Signature
Date
05/07/2009
WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).



NOTE: In addition to the information called for in this section, an explanatory exhibit providing full particulars must be submitted for each question for which a "No" response is provided.

Section III - Assignee/Transferee

1. Certification.   Assignee/Transferee certifies that it has answered each question in this application based on its review of the application instructions and worksheets. Assignee/Transferee further certifies that where it has made an affirmative certification below, this certification constitutes its representation that the application satisfies each of the pertinent standards and criteria set forth in the application instructions and worksheets. Yes No
2.
Legal Name of the Assignee/Transferee
J&B WMYR, LLC
Mailing Address
2470 OLD PLANK ROAD

City
DE PERE
State or Country (if foreign address)
WI
Zip Code
54115 -
Telephone Number (include area code)
9202711000
E-Mail Address (if available)

3.
Contact Representative (if other than Assignee/Transferee)
DENISE B. MOLINE, ESQ.
Firm or Company Name

Mailing Address
358 PINES BLVD.

City
LAKE VILLA
State or Country (if foreign address)
IL
Zip Code
60046 - 6600
Telephone Number (include area code)
8472457414

E-Mail Address (if available)
DBMOLINE@COMCAST.NET
 
If more than one Transferee, submit the information requested in Questions 2 and 3 for each transferee.
[Exhibit 10]
4.
Agreements for Sale/Transfer of Station. Assignee/Transferee certifies that:
a. the written agreements in the licensee/permittee's public inspection file embody the complete and final agreement for the sale or transfer of the station(s); and
b. these agreements comply fully with the Commission's rules and policies.
Yes No
[Exhibit 11]
5. Changes in interests as a result of assignment/transfer.
a. [Enter Changes in Interests Information]


or [Exhibit 12]
 
 
b. Applicant certifies that equity interests not set forth above are non-attributable.
Yes No

N/A

[Exhibit 13]

6. Other Authorizations. List call signs, locations, and facility identifiers of all other broadcast stations in which assignee/transferee or any party to the application has an attributable interest. N/A

[Exhibit 14]

7. Acquisition of Control. List the file number and date of grant of FCC Form 301, 314, or 315 application by which the Commission approved the qualifications of the individual or entity with a pre-existing interest in the licensee/permittee that is now acquiring control of the licensee/permittee as a result of the grant of this application. N/A

[Exhibit 15]

8.
Character Issues. Assignee/Transferee certifies that neither assignee/transferee nor any party to the application has or has had any interest in, or connection with:
a. any broadcast application in any proceeding where character issues were left unresolved or were resolved adversely against the applicant or any party to the application; or
b. any pending broadcast application in which character issues have been raised.
Yes No

See Explanation in
[Exhibit 16]

9.
Adverse Findings. Assignee/Transferee certifies that, with respect to the assignee/transferee and each party to the application, no adverse finding has been made, nor has an adverse final action been taken by any court or administrative body in a civil or criminal proceeding brought under the provisions of any law related to any of the following: any felony; mass media-related antitrust or unfair competition; fraudulent statements to another governmental unit; or discrimination.
Yes No

See Explanation in
[Exhibit 17]

10. Alien Ownership and Control. Assignee/Transferee certifies that it complies with the provisions of Section 310 of the Communications Act of 1934, as amended, relating to interests of aliens and foreign governments. Yes No

See Explanation in
[Exhibit 18]

11. Auction Authorization. Assignee/transferee certifies that where less than five years have passed since the issuance of the construction permit and the permit had been acquired in an auction through the use of a bidding credit or other special measure, it would qualify for such credit or other special measure. Yes No
N/A


See Explanation in
[Exhibit 19]
12. Anti-Drug Abuse Act Certification. Assignee/transferee certifies that neither licensee/permittee nor any party to the application is subject to denial of federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. Section 862. Yes No

I certify that the statements in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge that all certifications and attached Exhibits are considered material representations. I hereby waive any claim to the use of any particular frequency as against the regulatory power of the United States because of the previous use of the same, whether by license or otherwise, and request an authorization in accordance with this application. (See Section 304 of the Communications Act of 1934, as amended.)

Typed or Printed Name of Person Signing
MARK C. FOLLETT
Typed or Printed Title of Person Signing
TRUSTEE, BRETT CHARLES FOLLETT TRUST, MANAGING MEMBER
Signature
Date
05/07/2009
WILLFUL FALSE STATEMENTS ON THIS FORM ARE PUNISHABLE BY FINE AND/OR IMPRISONMENT (U.S. CODE, TITLE 18, SECTION 1001), AND/OR REVOCATION OF ANY STATION LICENSE OR CONSTRUCTION PERMIT (U.S. CODE, TITLE 47, SECTION 312(a)(1)), AND/OR FORFEITURE (U.S. CODE, TITLE 47, SECTION 503).



Exhibits
Exhibit 2
Description:
APPLICATION IS APPROPRIATE FOR SHORT FORM ASSIGNMENT

THE LICENSEE, SOVEREIGN CITY RADIO SERVICES, LLC IS A WHOLLY-OWNED SUBSIDIARY LLC OF ALL THAT MATTERS, LLC. THE SOLE MEMBER OF ALL THAT MATTERS, LLC IS MARK C. FOLLETT. ACCORDINGLY, MARK C. FOLLETT IS THE INDIVIDUAL WHO CONTROLS SOVEREIGN CITY RADIO SERVICES, LLC, THROUGH ITS SOLE MEMBER.

THE ASSIGNEE, J&B WMYR, LLC, IS A WHOLLY OWNED SUBSIDIARY OF J&B FLORIDA RADIO STATION HOLDINGS, LLC, WHOSE ONLY TWO MEMBERS ARE THE BRETT FOLLETT TRUST AND THE JENNIFER FOLLETT TRUST. MARK C. FOLLETT IS THE SOLE TRUSTEE OF BOTH MEMBER TRUSTS, ONE OF WHICH IS THE MANAGING MEMBER. ACCORDINGLY, MARK C. FOLLETT CONTROLS THE ASSIGNEE THROUGH ITS SOLE MEMBER.

PLEASE SEE ATTACHMENT 10 FOR DETAILS.

ACCORDINGLY, MARK C. FOLLETT CONTROLS THE CURRENT LICENSEE, AND WILL CONTROL THE ASSIGNEE COMPANY. THERE IS NO SUBSTANTIVE CHANGE OF CONTROL OF THE STATIONS. THEREFORE, USE OF FCC FORM 316 IS APPROPRIATE.

Attachment 2


Exhibit 5
Description:
ASSET PURCHASE AGREEMENT

THE ASSET PURCHASE AGREEMENT IS CONTAINED IN ATTACHMENT 4. THE FOLLOWING APPENDICES HAVE NOT BEEN PROVIDED TO THE COMMISSION, AS THE INFORMATION IN THE ATTACHMENTS IS PROPRIETARY TO THE PARTIES, DESCRIBES THE ASSETS BEING CONVEYED TO THE ASSIGNEE COMPANY, AND IS NOT RELEVANT TO THE FCC'S DETERMINATION OF THE QUALIFICATIONS OF THE ASSIGNEE COMPANY TO BE A BROADCAST LICENSEE.

APPENDIX A - FCC LICENSES, AUTHORIZATIONS AND PERMITS (THESE ARE A MATTER OF RECORD WITH THE FCC, AND THAT INFORMATION IS CONTAINED ELSEWHERE IN THIS APPLICATION);
APPENDIX B - DESCRIPTION OF REAL PROPERTY (INFORMATION CONCERNING THE REAL ESTATE BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX C - INVENTORY OF TANGIBLE PERSONAL ASSETS (INFORAMTION CONCERNING THE TANGIBLE ASSETS BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX D-1 - LEASES, CONTRACTS, FRANCHISES AND AGREEMENTS TO BE ASSUMED BY BUYER (INFORMATION CONCERNING THE CONTRACTS BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX D-2 - CONTRACTS FOR THE SALE OF ADVERTISING TIME TO BE ASSUMED BY BUYER (INFORMATION CONCERNING THE ADVERTISING TIME BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNE'S QUALIFICATIONS);
APPENDIX D-3 - TRADE AND BARTER ACCOUNTS TO BE ASSUMED BY BUYER (INFORMATION CONCERNING THE TRADE/BARTER ACCOUNTS BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX E - INTANGIBLES(INFORMATION CONCERNING THE INTANGIBLE ASSETS BEING ASSIGNED IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX F - ALLOCATION OF PURCHASE PRICE (INFORMATION CONCERNING THE TAX ALLOCATION OF THE PURCHASE PRICE IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEES' QUALIFICATIONS);
APPENDIX G - LITIGATION (INFORMATION CONCERNING ANY EXISTING CIVIL LITIGATION PERTAINING TO THE STATION ASSETS IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX H - PERMITTED EXCEPTIONS TO TITLE OF REAL PROPERTY (INFORMATION CONCERNING TITLE EXCEPTIONS TO THE REAL PROPERTY TITLE IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX I - ENVIRONMENTAL EXCEPTIONS (ENVIRONMENTAL EXCEPTIONS ARE NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX J - WETLANDS (WETLANDS INFORMATION IS REQUIRED TO BE REPORTED IN OTHER STATION APPLICATIONS TO THE FCC, AND IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);
APPENDIX K - EXCEPTIONS TO COMPLIANCE WITH ORDINANCES, REGULATIONS AND ZONING, AND BUILDING LAWS FOR REAL PROPERTY AND IMPROVEMENTS THEREON (THIS INFORMATION CONCERNS LOCAL ZONING REGULATIONS AND IS NOT RELEVANT TO THE COMMISSION'S CONSIDERATION OF THE ASSIGNEE'S QUALIFICATIONS);




Attachment 5
Description
Asset Purchase Agreement


Exhibit 7
Description:
CHARACTER ISSUE STATEMENT

MARK C. FOLLETT WHO CONTROLS THE ASSIGNOR COMPANY, IS A DIRECTOR OF ADVANCE ACQUISITION, INC., WHICH IS A WHOLLY-OWNED SUBSIDIARY OF STARBOARD MEDIA FOUNDATION, INC. THE FOLLOWING CHARACTER ISSUE STATEMENT PERTAINS TO STARBOARD MEDIA FOUNDATION, INC.

Attachment 7
Description
Character Issue Statement


Exhibit 11
Description:
AGREEMENTS FOR ASSIGNMENT OF STATIONS

SEE EXHIBIT 4, AND ATTACHMENT 4.

Attachment 11


Exhibit 12
Description:
CHANGES IN INTERESTS

SEE ATTACHMENT 10.

Attachment 12
Description
Changes in Interests, WMYR (AM)


Exhibit 14
Description:
ATTRIBUTABLE INTERESTS OF ASSIGNEE

SEE ATTACHMENT 12.

Attachment 14
Description
J&B WMYR, LLC Identity and Attributable Ownership Interests


Exhibit 15
Description:
PRIOR AUTHORIZATION GRANTED

LEAD APPLICATION BAL-20080812ABP: (WMYR (AM))



Attachment 15


Exhibit 16
Description:
CHARACTER ISSUE STATEMENT

MARK C. FOLLETT CONTROLS THE ASSIGNEE COMPANY. SEE EXHIBIT 6, ATTACHMENT 6.

Attachment 16