equity ownership benchmark restrictions of Section 310.
Under the second prong of the analysis, an applicant must
determine the pro rata equity holdings of any alien investor
in a licensee entity or its parent. In calculating alien
ownership, the same voting interest multiplier rules apply.
In order to complete this two-prong analysis, an
applicant must determine the citizenship of each entity
holding either a voting or equity interest or explain how it
determined the relevant percentages. Corporate applicants
and licensees whose stock is publicly traded have
employed a variety of practices, including sample surveys
using a recognized statistical methodology, a separate
restrictive class of stock for alien owners, and the
compiling of citizenship informati
on on each stockholder
by the corporation's stock transfer agent, to ensure the
accuracy and completeness of their citizenship disclosures
and their continuing compliance with Section 310.
Finally, Applicants are directed to review the policies
and clarifications set forth in
Commission Policies
and Procedures Under Section 310(b)(4) of the
Communications Act, Foreign Investment in Broadcast
Licensees, Declaratory Ruling, MB Docket No. 13-50,
28 FCC Rcd. 16244 (2013).
E. Parties to the Application. This section requires the
disclosure of information on the applicant and all parties
to the application. As used in this application form, the
term "party to the application" includes any individual or
entity whose ownership or positional interest in the
applicant is attributable. An attributable interest is
an ownership interest in or relation to an applicant or
licensee, which will confer on its holder that degree of
influence or control over the applicant or licensee
sufficient to implicate the Commission's multiple
o
wnership rules. In responding, applicants should
review the Commission's multiple ownership attribution
policies and standards which are set forth in the Notes
to 47 C.F.R. §73.3555, as revised pursuant to Report and
Order in MB Dockets 02- 277 and 03-130, and MM
Dockets 01-235, 01-317, and 00- 244, 18 FCC Rcd
13620 (2003), aff’d in part and remanded in part,
Prometheus Radio Project, et al. v. F.C.C., 373 F.3d
372 (3d Cir. 2004), stay modified, No. 03-3388 (Sept. 3,
2004), and/or as revised in Review of the Commission's
Regulations Governing Attributi
on of Broadcast and
Cable/MDS Interests, 14 FCC Rcd 12559 (1999),
reconsideration granted in part, 16 FCC Rcd 1097
(2000) 2006 Quadrennial Regulatory Review-
Review of the Commission’s Broadcast Ownership
Rules and Other Rules Adopted Pursuant to Section 202
of the Telecommunications Act of 1996, Report and
Order and Order on Reconsideration, MB Docket No. 06-
121 et al., 23 FCC Rcd 2010 (2008) (“2006
Quadrennial Media Ownership Order”).
Generally, insulated limited partners or members of a limited
liability corporation, certain investors, and certain creditors
are not considered parties to the application. However, as set
forth in Worksheet #2E entitled, "Investor Insulation and
Non-Party Influence over Applicant," the holder of such an
interest may be deemed a party to the application and, if so,
must be listed. In the event that the Investor Insulation and
Non- Party Influence over Applicant worksheet requires
the submission of an explanatory exh
ibit, the applicant must
respond "No" to the Equity and Financial Interest
certification located in the Attributable Interest Section
of the application and complete this exhibit.
F. Equity/Debt Plus Attribution Standard. Certain
interests held by substantial investors in, or creditors of, the
applicant may also be attributable and the investor
reportable as a party to the application, if the interest falls
within the Commission's equity/debt plus (EDP) attribution
standard. Under the EDP standard, the interest held is
attributable if, aggregating both equity and debt, it exceeds
33 percent of the total asset value (all equity plus all debt) of
the applicant – a broadcast station licensee, cable television
system, daily newspaper or other media outlet subject to the
Commission’s broadcast multiple ownership or cross-
ownership rules – AND the interest holder also holds (1) an
attributable interest in a media outlet in the same market, or
(2) supplies over 15 percent of the total weekly broadcast
programming hours of the station in which the interest is
held. For example, the equ
ity interest of an insulated limited
partner in limited partnership applicant would normally not
be considered attributable, but, under the EDP standard, that
interest would be attributable if the limited partner’s interest
exceeded 33 percent of the applicant’s total asset value
AND the limited partner also held a 5 percent voting interest
in a radio or television station licensee in the same market.
The interest holder may, however, exceed the 33 percent
threshold without triggering attribution where such
investment would enable an eligible entity to acquire a
broadcast station provided that: (1) the combined equity and
debt of the interest holder in the eligible entity is less than
50 percent, or (2) the total debt of the interest holder in the
eligible entity does not exceed 80 percent of the asset value
of the station being acquired by the eligible entity and the
interest holder does not hold any equity interest, option, or
promise to acquire an equity interest in the eligible entity or
any related entity. See In re Promoting Diversification of
Ownership in the Broadcasting Services, Report and Order
and Third Further Notice of Proposed Rule Making, 23 FCC
Rcd 5922 (Mar. 5, 2008).
G. The Commission defines an “eligible entity” as any entity
that qualifies as a small business under the Small Business
Administration’s size standards for its industry grouping, as