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 - 20040625AAC
Section I - General Information
1. Legal Name of the Licensee/Permittee
ROUTE 81 RADIO, LLC
Mailing Address
127 WILLOWBROOK LANE
SECOND FLOOR

City
WEST CHESTER
State or Country (if foreign address)
PA
Zip Code
19382 -
Telephone Number (include area code)
6106968181
E-Mail Address (if available)
FCC Registration Number:
0010150159
Call Sign
WNAK
Facility ID Number
59757
2. Contact Representative (if other than licensee/permittee)
CHRISTOPHER D. IMLAY
Firm or Company Name
BOOTH, FRERET, IMLAY & TEPPER, P.C.
Mailing Address
14356 CAPE MAY ROAD

City
SILVER SPRING
State or Country (if foreign address)
MD
ZIP Code
20904 - 6011
Telephone Number (include area code)
3013845525

E-Mail Address (if available)
BFITPC@AOL.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
ROUTE 81 RADIO, LLC
Mailing Address
127 WILLOWBROOK LANE

City
WEST CHESTER
State or Country (if foreign address)
PA
Zip Code
19382 -
Telephone Number (include area code)
6106968181
E-Mail Address (if available)

4.
Contact Representative (if other than Assignor/Transferor)
CHRISTOPHER D. IMLAY
Firm or Company Name
BOOTH, FRERET, IMLAY & TEPPER, P.C.
Mailing Address
14356 CAPE MAY ROAD

City
SILVER SPRING
State or Country (if foreign address)
MD
Zip Code
20904 - 6011
Telephone Number (include area code)
3013845525

E-Mail Address (if available)
BFITPC@AOL.COM
 
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
59757 WNAK - NANTICOKE PA

Facility ID Number
Call Sign or Construction Permit File Number
City
State
74556 WHYL - CARLISLE PA

Facility ID Number
Call Sign or Construction Permit File Number
City
State
58316 WCDL - CARBONDALE PA

Facility ID Number
Call Sign or Construction Permit File Number
City
State
58314 WNAK-FM - CARBONDALE PA

Facility ID Number
Call Sign or Construction Permit File Number
City
State
132 WAZL - HAZLETON PA


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
LLOYD B. ROACH
Typed or Printed Title of Person Signing
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Signature
Date
06/24/2004
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
GROUP B LICENSEE, LLC
Mailing Address
127 WILLOWBROOK LANE

City
WEST CHESTER
State or Country (if foreign address)
PA
Zip Code
19382 -
Telephone Number (include area code)
6106968181
E-Mail Address (if available)

3.
Contact Representative (if other than Assignee/Transferee)
CHRISTOPHER D. IMLAY
Firm or Company Name
BOOTH, FRERET, IMLAY & TEPPER, P.C.
Mailing Address
14356 CAPE MAY ROAD

City
SILVER SPRING
State or Country (if foreign address)
MD
Zip Code
20904 - 6011
Telephone Number (include area code)
3013845525

E-Mail Address (if available)
BFITPC@AOL.COM
 
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
LLOYD B. ROACH
Typed or Printed Title of Person Signing
PRESIDENT, CHIEF EXECUTIVE OFFICER
Signature
Date
06/24/2004
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 5
Description:
TRANSACTIONAL DOCUMENT STATUS

THE PURPOSE OF THIS APPLICATION AND A CONTEMPORANEOUSLY FILED FORM 316 IS TO ASSIGN THE LICENSES OF THE BROADCAST STATIONS LICENSED TO ROUTE 81 RADIO, LLC TO ONE OF TWO, NEWLY FORMED AND WHOLLY OWNED SUBSIDIARIES OF ROUTE 81 RADIO, LLC. THESE ARE TO BE KNOWN AS GROUP A LICENSEE, LLC AND GROUP B LICENSEE, LLC. THE SOLE MEMBER OF EACH OF THE TWO NEW SUBSIDIARY LLCS WILL BE ROUTE 81 RADIO, LLC, THE CURRENT LICENSEE OF EACH OF THE STATIONS.

THE TRANSACTIONAL DOCUMENTS FOR THIS ASSIGNMENT HAVE NOT YET BEEN FINALIZED. THEY WILL INCLUDE THE UNANIMOUS CONSENT TO THE ASSIGNMENTS OF THE BOARD OF MANAGERS OF ROUTE 81 RADIO, LLC AND WRITTEN CONSENTS OF THE SOLE MEMBER OF EACH OF THE TWO SUBSIDIARIES (I.E. ROUTE 81 RADIO, LLC)TO ACCEPT THESE ASSETS. THERE IS NO CONSIDERATION FOR THE ASSIGNMENTS.

Attachment 5


Exhibit 11
Description:
STATUS OF TRANSACTIONAL DOCUMENTS

SEE ASSIGNOR'S PORTION, SECTION II, ITEM 6, EXHIBIT 4

Attachment 11


Exhibit 12
Description:
OWNERSHIP INTERESTS

GROUP B LICENSEE, LLC IS A WHOLLY OWNED SUBSIDIARY OF ROUTE 81 RADIO, LLC, 1025 MEETINGHOUSE ROAD, WEST CHESTER, PA 19382.

AT CLOSING, ROUTE 81 RADIO, LLC WILL BE OWNED AS FOLLOWS:

37.8 PERCENT BY WALLERSUTTON 2000, L.P., WHOSE ADDRESS IS 500 WEST PUTNAM AVENUE, 3RD FLOOR, GREENWICH, CT 06830;

37.8 PERCENT BY AVALON EQUITY FUND, LP, 800 THIRD AVENUE, 27TH FLOOR, NEW YORK, NY 10022;

18.9% BY WCOJ RADIO COMPANY, INC. C/O LLOYD ROACH, WHOSE ADDRESS IS 17 WEST GAY STREET, WEST CHESTER, PA 19380;

3.5% BY GAVIN STIEF, WHOSE ADDRESS IS 1025 MEETINGHOUSE ROAD, WEST CHESTER, PA 19382; AND

2.0% BY KENNETH KARASZKIEWICZ, WHOSE ADDRESS IS 1025 MEETINGHOUSE ROAD, WEST CHESTER, PA 19382.

THE SOLE GENERAL PARTNER OF AVALON EQUITY FUND, LP IS AVALON EQUITY PARTNERS, LLC, THE TWO MEMBERS OF WHICH ARE BENJAMIN B. BRANDES, 12 THORNY LEA ROAD, SHARON, MA 02067, AND DAVID W. UNGER, 303 EAST 57TH STREET, NEW YORK, NY 10022.

THE SOLE GENERAL PARTNER OF WALLERSUTTON 2000, L.P. IS WALLERSUTTON 2000 L.L.C., 500 WEST PUTNAM AVENUE, 3RD FLOOR, GREENWICH, CT 06830.

THE MEMBERS OF WALLERSUTTON 2000 L.L.C. ARE AS FOLLOWS:

JOHN T. WOODRUFF, 500 WEST PUTNAM AVENUE, 3RD FLOOR, GREENWICH, CT 06830

JOHN W. WALLER III, 30 ROCKEFELLER PLAZA, SUITE 4350, NEW YORK, NY 10112

WILLIAM H. INGRAM AND JONATHAN M. WAYNEWRIGHT, TRUSTEES OF THE CHRISTOPHER J. INGRAM TRUST DATED 12/21/00, ONE ROCKEFELLER PLAZA, SUITE 3300, NEW YORK, NY 10020

WILLIAM H. INGRAM, ONE ROCKEFELLER PLAZA, SUITE 3300, NEW YORK, NY 10020

THE BOARD OF MANAGERS OF ROUTE 81 RADIO, LLC ARE AS FOLLOWS:

JOHN T. WOODRUFF, 500 WEST PUTNAM AVENUE, 3RD FLOOR, GREENWICH, CT 06830

WILLIAM H. INGRAM, ONE ROCKEFELLER PLAZA, SUITE 3300, NEW YORK, NY 10020

DAVID W. UNGER, 303 EAST 57TH STREET, NEW YORK, NY 10022

BENJAMIN B. BRANDES, 12 THORNY LEA ROAD, SHARON, MA 02067

DEAN MEISZER, 441 VINE STREET, SUITE 3900, CINCINNATI, OH 45202

LLOYD B. ROACH, 127 WILLOWBROOK LANE, WEST CHESTER, PA 19382

WCOJ RADIO COMPANY, INC. IS 100% OWNED BY LLOYD B. ROACH, WHO IS ALSO PRESIDENT AND SECRETARY OF THE CORPORATION. JACQUELINE L. ROACH IS TREASURER. BOTH LLOYD AND JACQUELINE ROACH ARE AT 1025 MEETINGHOUSE ROAD, WEST CHESTER, PA 19382.

Attachment 12


Exhibit 14
Description:
OTHER AUTHORIZATIONS

ALL AUTHORIZATIONS OF ROUTE 81 RADIO, LLC ARE BEING ASSIGNED TO ONE OF TWO WHOLLY OWNED SUBSIDIARY ENTITIES.

THE FOLLOWING STATIONS ARE BEING ASSIGNED TO ROUTE 81 RADIO GROUP B LLC:

WNAK (AM), FAC ID 59757
WHYL (AM), FAC ID 74556
WCDL (AM), FAC ID 58316
WNAK-FM,   FAC ID 58314
WAZL (AM), FAC ID 132

THE FOLLOWING STATIONS ARE BEING ASSIGNED TO ROUTE 81 RADIO GROUP A LLC:

WCLI (AM), FAC ID 53610
WCBA (AM), FAC ID 19652
WENY (AM), FAC ID 71510
WENY-FM,   FAC ID 71509
WGMM (FM), FAC ID 14713
WCBA-FM,   FAC ID 19651
WCOJ (AM), FAC ID 63593

AS TO WCOJ, THE COMMISSION HAS CONSENTED (SEE FILE NO. BAL-20031219AAD) TO THE PROPOSED ASSIGNMENT OF WCOJ (AM), COATESVILLE, PA, FROM ITS CURRENT LICENSEE, WCOJ RADIO COMPANY, INC. TO ROUTE 81 RADIO, LLC. WCOJ RADIO COMPANY IS OWNED 100 PERCENT BY LLOYD B. ROACH, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER OF ROUTE 81 RADIO, LLC. THE ASSIGNMENT HAS NOT YET BEEN CONSUMMATED, BUT IS EXPECTED SHORTLY.


Attachment 14


Exhibit 15
Description:
PREVIOUS CONSENTS TO ASSIGNMENT

THE COMMISSION HAS MOST RECENTLY CONSENTED TO THE TRANSFER OF CONTROL OF ROUTE 81 RADIO, LLC IN A LONG FORM (FORM 315) APPLICATION INVOLVING THE CURRENT PRINCIPALS IN BTC-20040227AAJ. OTHER FILE NUMBERS INVOLVING ROUTE 81 RADIO, LLC'S ACQUISITION OF THE SUBJECT STATIONS INCLUDE THE FOLLOWING:

BAL-20030825AJW
BAL-20030825AIN
BAL-20030825ALL
BAL-20031219AAD


Attachment 15