Broadcasting Notice of Public Hearing CRTC 2006-6
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Broadcasting Notice of Public Hearing CRTC 2006-6 Ottawa, 16 June 2006 The Commission will hold a public hearing commencing on 1 August 2006 at 9:00 a.m., at the Commission Headquarters, 1 Promenade du Portage, Gatineau, Quebec, to consider the following applications. The deadline for submission of interventions/comments is 6 July 2006. Item Applicant and Locality 1. Groupe Radio Antenne 6 inc. Alma, Quebec 2. MZ Media Inc. Toronto & Cobourg, Ontario 3. Jiska Westbroek Sorrell Lake, Ontario 4. CIMM-FM Radio Ltd. Ucluelet, British Columbia 5. Standard Radio Inc. (Standard), on behalf of a limited partnership to be established (SR Limited Partnership) Quebec, Ontario, Manitoba, Alberta and British Columbia 1. Alma, Quebec Application No. 2006-0379-7 Application by Groupe Radio Antenne 6 inc., to acquire the assets of the French-language commercial radio programming undertakings CFGT and CKYK-FM Alma, Quebec, as a result of a corporate reorganization involving the wind-up of Radio CKYK FM inc., the current licensee of the above undertakings. The applicant is also requesting new licences to continue the operation of CFGT and CKYK- FM under the same terms and conditions as those in effect under the current licences, except for the transmitter CKYK-FM-1. The current licensee already informed the Commission that this transmitter ceased operation. The Commission notes that this transaction will not affect the control of the undertakings which will continue to be exercised by Groupe Radio Nord inc. Applicant's address: 568 Saint-Joseph Boulevard Roberval, Quebec G8H 2K6 Fax: (418) 275-2475 Email: [email protected] 2 Examination of application: 460 Sacré-Coeur Street West Room 200 Alma, Quebec [Broadcasting intervention/comments form] 2. Toronto & Cobourg, Ontario Application No. 2006-0253-3 Application by MZ Media Inc. to acquire the assets of the English-language commercial radio programming undertakings CFMX-FM-1 Toronto, its transmitter CFMX-FM Cobourg and of the transitional radio programming undertaking CFMX-DR-1 Toronto, Ontario from Trumar Communications Inc., a corporation owned and controlled by Mr. Martin Rosenthal. The applicant is also requesting licences to continue the operation of the undertakings under the same terms and conditions as those in effect under the current licences, upon surrender of the licences issued to Trumar Communications Inc. The value of the transaction is estimated at 12 million dollars. Applicant's address: 15 Olympus Avenue Toronto, Ontario M6S 1L2 Fax: (416) 496-3045 E-Mail: [email protected] Examination of application: 550 Queen Street East Suite 205 Toronto, Ontario 1 Queen Street Suite 101 Cobourg, Ontario [Broadcasting intervention/comments form] 3. Sorrell Lake, Ontario Application No. 2006-0315-1 3 Application by Jiska Westbroek to acquire the assets of the tourist radio programming undertaking CKFW-FM, Sorrell Lake, Ontario. The applicant is also requesting a licence to continue the operation of the undertaking under the same terms and conditions as those in effect under the current licence, upon surrender of the licence issued to William J. Smith. Applicant's address: 777 Red River Road Lower Level Suite A Thunder Bay, Ontario P7B 1J9 Fax: (807) 767-5669 E-Mail: [email protected] Examination of application: At the applicant's address [Broadcasting intervention/comments form] 4. Ucluelet, British Columbia Application No. 2006-0448-0 Application by CIMM-FM Radio Ltd. to acquire, as part of a corporate reorganization, the assets of the new English-language commercial FM radio programming undertaking approved to McBride Communications & Media Inc. in Broadcasting Decision CRTC 2006-69, 14 March 2006. CIMM-FM Radio Ltd. is a wholly-owned subsidiary of the current licensee. The applicant is also requesting a licence to operate this undertaking under the same terms and conditions as those specified in Broadcasting Decision CRTC 2006-69 (The decision). Considering that the undertaking is not yet in operation and that the Commission has not issued the licence for this undertaking, the applicant would need to meet the requirements for the issuance of a licence, set out in The decision, before a licence could be issued for this undertaking. Applicant's address: 10760 Fundy Drive Richmond, British Columbia V7E 5K7 4 Fax: (604) 677-6316 E-Mail: [email protected] Examination of application: 200 Main Street Ucluelet, British Columbia [Broadcasting intervention/comments form] 5. Quebec, Ontario, Manitoba, Alberta and British Columbia Application No. 2006-0595-9 Application by Standard Radio Inc. (Standard), on behalf of a limited partnership to be established (SR Limited Partnership), to acquire the assets of the broadcasting undertakings from Standard, as a result of a corporate reorganization through which Standard will create SR Limited Partnership and cause it to acquire all of its broadcasting undertakings. The applicant is also requesting, on behalf of the partners-to-be and to carry on business as SR Limited Partnership, the issuance of new licences, under the same terms and conditions, to continue the operation of the broadcasting undertakings currently owned by Standard. Proposed reorganization Standard is the licensee of 51 radio stations and related transmitters, seven transitional digital radio undertakings, two conventional television stations, and three radio networks. Standard has minority interests in the licensees 3937844 Canada Inc., Milestone Radio Inc. and The Haliburton Broadcasting Group Inc. Further, it has a 40% interest in Sirius Canada Inc. The applicant indicated that such interests are not affected by the proposed reorganization. Standard is a wholly-owned subsidiary of Standard Broadcasting Corporation Limited (Standard Broadcasting), which in turn is a wholly-owned subsidiary of Slaight Communications Inc., a private corporation of Mr. Allan Slaight. In summary, the proposed reorganization contemplates the establishment of SR Limited Partnership, which will acquire the assets of Standard, and the establishment of the Standard Radio Income Fund (the Fund). The Fund will indirectly acquire a 40% minority interest in the broadcasting undertakings. The Fund will obtain financing through an Initial Public Offering of Fund Units to the public (IPO). The proposed reorganization can be described as follows: • The Fund will be established as an unincorporated open-ended limited purpose trust; 5 • The Fund will incorporate a new wholly-owned subsidiary, Standard Radio Holdings Inc. (Standard Holdings) • Pursuant to the Fund’s Declaration of Trust, legal ownership of all of the voting shares of Standard Holdings will be vested exclusively with the Trustees of the Fund; • The Trustees of the Fund will have full, absolute and exclusive power, control and authority over the trust assets (which assets include the Standard Holdings’ voting shares) and the affairs of the Fund; • No unit holder of the Fund will have any right of ownership in the Standard Holdings’ voting shares; • Standard will incorporate a new corporation, Standard Radio GP Inc. (Standard GP), which, upon completion of the transaction, will become the general partner of SR Limited Partnership; • Standard and Standard GP will form SR Limited Partnership; • Standard Holdings will acquire, from Standard, units of SR Limited Partnership representing an approximate 40% interest and will acquire 40% of the common shares of Standard GP; • Standard will hold the remaining 60% of the common shares in Standard GP; • Standard will appoint a majority of the board of directors of Standard GP; • Upon approval, Standard will transfer to SR Limited Partnership all assets used in connection with its current broadcasting undertakings, including its transmitters; • SR Limited Partnership will employ all former employees of Standard’s broadcasting undertakings, including all current senior executives of Standard; • Upon completion of the transaction, Standard will own exchangeable units in SR Limited Partnership, representing an approximate 60% interest; • Standard will also receive a corresponding number of Special Voting Units in the Fund, representing an approximate 60% voting interest. Accordingly, Standard GP, the general partner, Standard and Standard Holdings, the limited partners, to carry on business as SR Limited Partnership, are requesting new licences to continue the operation of the broadcasting undertakings under the same terms and conditions, as those in effect under the current licences, upon surrender of the licences issued to Standard. 6 Control of the broadcasting undertakings The applicant stated that the corporate reorganization would not result in any change in the broadcasting undertakings’ ultimate control which will continue to be exercised by Mr. Allan Slaight. The sole general partner of SR Limited Partnership will be Standard GP, a company that will be majority owned and controlled by Standard, which in turn is ultimately controlled by Mr. Allan Slaight. Applicant's address: 2 St. Clair Avenue West 11th Floor Toronto, Ontario M4V 1L6 Fax: (416) 323-6828 E-Mail: [email protected] Examination of application: See attachment B [Broadcasting intervention/comments form] ATTACHMENT A LIST OF STANDARD RADIO INC. BROADCASTING UNDERTAKINGS HOLDING A BROADCASTING LICENCE RADIO STATION LOCATION QUEBEC CJFM-FM + Montréal CJFM-FM-DR-1 CHOM-FM + Montréal CHOM-DR-1 CJAD + CJAD-DR-2 Montréal ONTARIO CJEZ-FM + Toronto CJEZ-DR-1 CKFM-FM + Toronto CKFM-DR-1 CFRB + Toronto CFRB-DR-2 CKQB-FM +