Supplemental informa

SUPPLEMENT submitted by MIP IV MidWest Fiber, LLC

Supplemental information letter

2019-04-23

This document pretains to ISP-PDR-20190304-00002 for Petition for Declaratory Ruling on a International Special Project filing.

IBFS_ISPPDR2019030400002_1663506

                                                            555 Eleventh Street, N.W., Suite 1000
                                                            Washington, D.C. 20004-1304
                                                            Tel: +1.202.637.2200 Fax: +1.202.637.2201
                                                            www.lw.com

                                                            FIRM / AFFILIATE OFFICES
                                                            Beijing         Moscow
                                                            Boston          Munich
                                                            Brussels        New York
                                                            Century City    Orange County
                                                            Chicago         Paris
April 23, 2019                                              Dubai           Riyadh
                                                            Düsseldorf      San Diego
                                                            Frankfurt       San Francisco
VIA ELECTRONIC FILING                                       Hamburg         Seoul
                                                            Hong Kong       Shanghai
                                                            Houston         Silicon Valley

Marlene H. Dortch                                           London          Singapore
                                                            Los Angeles     Tokyo
Secretary                                                   Madrid          Washington, D.C.
Federal Communications Commission                           Milan
445 12th Street, SW
Washington, DC 20554




                 Re:   MIP IV MidWest Fiber LLC PDR, ISP-PDR-20190304-00002

Dear Ms. Dortch

       MIP IV MidWest Fiber, LLC supplements the above referenced Petition for Declaratory
Ruling under Section 310(b)(4) of the Communications Act of 1934, as amended, with the
attached letter, which was previously filed with the Wireline Competition Bureau, WC Docket
Nos. 19-49 and 19-50, in connection with the same transaction.

                                          Best regards,

                                          /s/

                                          Alexander L. Stout
                                          LATHAM & WATKINS LLP

Attachment

cc:    Susan O’Connell


James H. Barker                                                 555 Eleventh Street, N.W., Suite 1000
Direct Dial: 202-637-2231                                       Washington, D.C. 20004-1304
james.barker@lw.com                                             Tel: +1.202.637.2200 Fax: +1.202.637.2201
                                                                www.lw.com

                                                                FIRM / AFFILIATE OFFICES
                                                                Beijing         Moscow
                                                                Boston          Munich
                                                                Brussels        New York
                                                                Century City    Orange County
                                                                Chicago         Paris
March 14, 2019                                                  Dubai           Riyadh
                                                                Düsseldorf      Rome
                                                                Frankfurt       San Diego
VIA ELECTRONIC FILING                                           Hamburg         San Francisco
                                                                Hong Kong       Seoul
                                                                Houston         Shanghai

Marlene H. Dortch                                               London          Silicon Valley
                                                                Los Angeles     Singapore
Secretary                                                       Madrid          Tokyo
Federal Communications Commission                               Milan           Washington, D.C.
445 12th Street, SW
Washington, DC 20554


                      Re:   Uniti Fiber LLC, and MIP IV MidWest Fiber, LLC, WC Docket No. 19-
                            49; MNA Holdings, LLC and Bluebird Media, LLC, and MIP IV
                            MidWest Fiber, LLC, and Uniti Leasing MW LLC, WC Docket No. 19-50

Dear Ms. Dortch

       By this letter, MIP IV MidWest Fiber, LLC (“MIP IV MW”) supplements the above-
referenced applications for the transfer of control of Section 214 authorizations (the
“Applications”) now pending before the Wireline Competition Bureau.

        As described in the Applications, MIP IV MW ultimately is controlled by Macquarie
Group Limited (“MGL”), a publicly traded company incorporated in Australia. MGL is led by a
board of directors that includes eleven members: Peter H. Warne, Shemara R. Wikramanayake,
Gary R. Banks, Jillian R. Broadbent, Gordon M. Cairns, Philip M. Coffey, Michael J. Coleman,
Diane J. Grady, Michael J. Hawker, Glenn R. Stevens, and Nicola M. Wakefield Evans.1 All
members of the MGL board are citizens of Australia. Likewise, MGL’s senior management
team is comprised of citizens of Australia, including Shemara R. Wikramanayake (chief
executive officer), Nicole Sorbara (chief operating officer), Alexander Harvey (chief financial
officer), and Patrick Upfold (chief risk officer).

        MGL indirectly holds a 100% interest in Macquarie Infrastructure and Real Assets Inc.
(“MIRA Inc.”), a Delaware corporation that is an investment advisor registered with the United
States Securities and Exchange Commission (“SEC”). MIRA Inc. is the sole member of MIP IV
(ECI) GP, LLC and the sole shareholder of Macquarie Infrastructure Partners Inc. (“MIP Inc.),
also an investment advisor registered with the SEC and manager and attorney-in-fact of the
private equity fund vehicles described below.


1
           Biographies of MGL’s board of directors are available at: https://www.macquarie.com/
           de/about/company/leadership.


Marlene H. Dortch
March 14, 2019
Page 2




        Upon the closing of the proposed transactions, MIP IV (ECI) GP, LLC will be the
general partner of MIP IV (FCC) AIV, L.P.,2 an alternative investment vehicle of certain private
equity funds managed by MIP Inc. MIP Inc., pursuant to a joinder to a management agreement
which will be entered into by MIP Inc., MIP IV (ECI) GP, LLC, and MIP IV (FCC) AIV, L.P.,
will be the manager and attorney-in-fact of MIP IV (FCC) AIV, L.P. prior to the completion of
the transfer of control transactions.

        MIP IV (ECI) GP, LLC is led by a three-member board of managers that includes
Christopher J. Leslie, Karl Kuchel, and Graeme Conway. Messrs. Leslie and Conway are dual-
citizens of Australia and the United Kingdom, and Mr. Kuchel is a citizen of Australia. All
reside in the United States.

       Neither MIP IV MW, nor any entity that controls it, holds an interest of more than 10
percent in any provider of telecommunications services in the United States.


                                            Best regards,

                                            /s/

                                            James H. Barker
                                            Elizabeth R. Park
                                            of LATHAM & WATKINS LLP
                                            Counsel for MIP IV MidWest Fiber, LLC

cc:       Greg Kwan




2
          To be formed prior to closing.



Document Created: 2019-04-23 17:45:28
Document Modified: 2019-04-23 17:45:28

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