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BUYING OR SELLING A BUSINESS? FCC LICENSES ARE CRITICAL ASSETS!

Friday, May 13, 2016

FCC licenses provide the authority to use radio spectrum, an asset owned by the American public and managed by the Federal Government. License assignments and transfers of control require FCC approval prior to finalizing business transactions. Frequently asked questions are:

What is the difference between a license assignment and a transfer of control?  An assignment is a transaction in which a licensee proposes to sell its FCC authorization(s) (license) to another, separate entity. A transfer of control is a transaction in which the entity holding the FCC licenses, proposes to transfer corporate control of the actual company and all of its assets (including the FCC licenses) to another company.  
We are buying another entity. How do I best locate that entity’s FCC authorizations?  One would think that it would be easy to simply ask the seller for a list of their FCC licenses, but many sellers have lost track of these assets.  Ask EWA to conduct the necessary research to identify all licenses associated with the seller and the status of each license. It is important to know whether any licenses have expired, or are nearing a construction requirement. The FCC will not approve the assignment or transfer of a cancelled or expired license. 

Can we use Cevo for a license transfer/assignment?  Yes, EWA’s online Cevo capability may be used to submit information associated with a license(s) transfer or assignment. Submit as much administrative information as possible, including the company name and address, contact information and any additional information, and then click on the “Hand over to EWA” button. 

After the FCC approves, what’s next?  Following FCC consent for either a license assignment or transfer of control, the business transaction may be finalized.  Pursuant to the FCC rules, the business transaction must be consummated within 180 days of approval.  Extensions to this 180-day period may be requested. Upon completion of the business transaction, within 30 days, a consummation notification application must then be filed with the FCC. 

What if the transaction has already occurred? If a business transaction took place prior to FCC license assignment or transfer of control approval, the process will now require waivers and associated FCC fees. Fines are possible for unauthorized transfers of control. 

The FCC has prepared a guide that offers further guidance on these often overlooked licensing requirements.