Key Experience

  • Advises clients in the domestic and international telecommunications and high-technology industries on regulatory matters.
  • Represents hedge funds, private equity and other financial investors in structuring FCC-compliant commercial transactions.

Practice

Tom Davidson advises clients in regulatory matters and commercial transactions in the domestic and international telecommunications, media, entertainment, wireless, satellite and high-technology industries. His practice focuses on advising financial community clients regarding transactional, valuation and regulatory issues related to the financing and securitization of telecommunications companies, as well as advising technology companies in commercial transactions, licensing agreements and regulatory matters.

Representative Work

  • Drafted and negotiated an asset purchase agreement on behalf of the investor, a diversified communications company, to acquire the assets of a broadband fiber network involved in an informal out-of-court restructuring from the system owner and the Rural Utility Service (the secured creditor).
  • Structured the ownership, drafted limited liability agreements and prepared FCC applications to enable wireless entities to qualify for a 25 percent bidding credit as a designated entity to participate in the FCC’s AWS-3, broadcast incentive and millimeter wave spectrum auctions.
  • Advising a large broadcast group owner in a proposed business transaction with a national television network involving cutting-edge and complex commercial and regulatory issues, such as compliance with the ultra high frequency (UHF) handicap, national television ownership cap, television duopoly rule, FCC attribution and control rules, and rules regulating the conduct of national television networks, including involvement in retransmission consent negotiations.
  • Advised a private equity fund on regulatory risks associated with the “bring into use” requirements as it applies to a satellite service provider’s rights to an orbital slot filed on its behalf by a foreign country for its proposed geostationary orbit satellite system under the rules and procedures of the International Telecommunications Union.
  • Assisted a private equity fund in structuring a controlling investment in a newly formed entity that is arbitraging television broadcast spectrum by acquiring television station licenses in major markets and then selling the spectrum for significant consideration to the FCC in the reverse portion of the incentive auction. The transaction involved novel and complex legal issues because it had to be structured to comply with media and foreign ownership requirements while minimizing public disclosure issues and proving the fund with control over the investment.

Speeches

Public Service and Affiliations

Recognition