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.

BTCH - 20070514ADR
Section I - General Information
1. Legal Name of the Licensee/Permittee
BMP SAN ANTONIO LICENSE COMPANY, L.P.
Mailing Address
9426 OLD KATY ROAD
BUILDING 10

City
HOUSTON
State or Country (if foreign address)
TX
Zip Code
77055 -
Telephone Number (include area code)
7139684400
E-Mail Address (if available)
FCC Registration Number:
0009675331
Call Sign
KRIO-FM
Facility ID Number
83596
2. Contact Representative (if other than licensee/permittee)
ANTOINETTE COOK BUSH, ESQ.
Firm or Company Name
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Mailing Address
1440 NEW YORK AVENUE, N.W.

City
WASHINGTON
State or Country (if foreign address)
DC
ZIP Code
20005 -
Telephone Number (include area code)
2023717230

E-Mail Address (if available)
ABUSH@SKADDEN.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
MANAGERS OF BORDER MEDIA PARTNERS, LLC
Mailing Address
9426 OLD KATY ROAD
BUILDING 10

City
HOUSTON
State or Country (if foreign address)
TX
Zip Code
77055 -
Telephone Number (include area code)
7139684400
E-Mail Address (if available)

4.
Contact Representative (if other than Assignor/Transferor)
ANTOINETTE COOK BUSH, ESQ.
Firm or Company Name
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Mailing Address
1440 NEW YORK AVENUE, NW

City
WASHINGTON
State or Country (if foreign address)
DC
Zip Code
20005 -
Telephone Number (include area code)
2023717230

E-Mail Address (if available)
ABUSH@SKADDEN.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
83596 KRIO-FM - PEARSALL TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
161921 KRIO-FM1 - PEARSALL TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
2543 KTFM - FLORESVILLE TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
55414 KLEY-FM - JOURDANTON TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
65330 KZDC - SAN ANTONIO TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
23072 KSAH - UNIVERSAL CITY TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
71087 KTSA - SAN ANTONIO TX

Facility ID Number
Call Sign or Construction Permit File Number
City
State
71086 KJXK - SAN ANTONIO TX


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
RICHARD ARMSTRONG
Typed or Printed Title of Person Signing
SENIOR VICE PRESIDENT
Signature
Date
05/14/2007
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
MANAGERS OF BORDER MEDIA PARTNERS, LLC (AS RECAPITALIZED)
Mailing Address
9426 OLD KATY ROAD
BUILDING 10

City
HOUSTON
State or Country (if foreign address)
TX
Zip Code
77055 -
Telephone Number (include area code)
7139684400
E-Mail Address (if available)

3.
Contact Representative (if other than Assignee/Transferee)
ANTOINETTE COOK BUSH, ESQ.
Firm or Company Name
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Mailing Address
1440 NEW YORK AVENUE, NW

City
WASHINGTON
State or Country (if foreign address)
DC
Zip Code
20005 -
Telephone Number (include area code)
2023717230

E-Mail Address (if available)
ABUSH@SKADDEN.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
RICHARD ARMSTRONG
Typed or Printed Title of Person Signing
SENIOR VICE PRESIDENT
Signature
Date
05/14/2007
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:
ADDITIONAL INFORMATION

THE FCC GRANTED CONSENT TO THE ASSIGNMENT OF LICENSES FOR RADIO STATIONS KTSA(AM) AND KJXK(FM) (THE 'STATIONS') FROM TEXAS CBS RADIO BROADCASTING, L.P. TO BMP SAN ANTONIO LICENSE COMPANY, L.P. ('BMP') (SEE FILE NOS. BAL 20060829BHI AND BHJ). THESE ASSIGNMENTS HAVE NOT YET BEEN CONSUMMATED. BEFORE THE ASSIGNMENTS CAN BE CONSUMMATED, BMP'S PARENT MUST BE RECAPITALIZED AS PROPOSED IN THE INSTANT APPLICATION. THEREFORE, THE LIST OF AUTHORIZATIONS TO BE TRANSFERRED, AS SET FORTH IN SECTION II, QUESTION 5, INCLUDES THE STATIONS. FOR A DETAILED EXPLANATION OF THE RECAPITALIZATION TRANSACTION, SEE EXHIBIT NO. 10.


Attachment 2


Exhibit 5
Description:
EXHIBIT 4

THE INSTANT APPLICATION SEEKS FCC CONSENT TO THE TRANSFER OF CONTROL OF BORDER MEDIA PARTNERS, LLC. ATTACHED AS PART OF THIS EXHIBIT NO. 4 IS A COPY OF THE BINDING SUMMARY OF PRINCIPAL TERMS FOR THE PROPOSED INVESTMENT AND RECAPITALIZATION OF SUBORDINATED INDEBTEDNESS AND EXISTING MEMBERSHIP UNITS OF BORDER MEDIA PARTNERS, LLC, DATED MAY 4, 2007.

THE EXHIBITS THAT ARE REFERENCED IN THE TERM SHEET CONTAIN PROPRIETARY INFORMATION THAT IS NOT GERMANE TO THE COMMISSION'S EVALUATION OF THIS APPLICATION, AND HAVE BEEN OMITTED FROM THIS FILING. SUCH EXHIBITS WILL BE PROVIDED TO THE COMMISSION UPON REQUEST.

IN LIGHT OF THE COMMISSION'S DECISION IN 'APPLICATION OF LUJ, INC. AND LONG NINE, INC.,' MEMORANDUM OPINION AND ORDER, 17 FCC RCD 16980 (2002), THE APPLICANT ATTEMPTED TO ANSWER SECTION II, QUESTION 6, AND SECTION III, QUESTION 4, OF THIS APPLICATION 'NO'. SECTION II, QUESTION 6, HOWEVER, MUST BE ANSWERED 'YES' IN ORDER TO FILE.

THE FOLLOWING EXHIBITS HAVE BEEN OMITTED:

EXHIBIT A -- PARTICIPATING MEMBERS AND COMMITMENTS

EXHIBIT B - SCHEDULE OF SOURCES AND USES

EXHIBIT C - OWNERSHIP AND CAPITALIZATION

EXHIBIT D - ALLOCATION OF NEW COMMON WARRANTS


Attachment 5
Description
Binding Summary of Principal Terms


Attachment 12
Description
Changes in Interest


Attachment 14
Description
Other Authorizations


Exhibit 15
Description:
AQUISITION OF CONTROL

THE COMMISSION GRANTED THE FOLLOWING APPLICATIONS, WHICH WERE SUBMITTED ON FCC FORM 314, ON OCTOBER 19, 2006:

FCC FILE NO. BAL-20060829BHI; KTSA(AM), SAN ANTONIO, TX (FIN: 71087)
FCC FILE NO. BAL-20060829BHJ; KJXK(FM), SAN ANTONIO, TX (FIN: 71086)

ALL OF THE INVESTORS IN BORDER MEDIA PARTNERS, LLC WERE PASSED UPON BY THE COMMISSION IN THE ABOVE-LISTED APPLICATIONS.


Attachment 15