Attachment 20161227131309-040.p

20161227131309-040.p

SUPPLEMENT

Supplement

1999-12-02

This document pretains to ITC-ASG-19991202-00750 for Assignment on a International Telecommunications filing.

IBFS_ITCASG1999120200750_1387244

e 12 p m m ty m is s

Before the FEDERAL COMMUNICATIONS COMMISSION Washingto 1, DC 20554 In the Matter of TeleBeam Incorporated ind TE Merger Corpor: tion File Ne. ________ Application for Assignm snt of Authorization Under Section 214 of the Comniunicetions Act of 1934, as Am endec. To: Chief, International Bureat. ADPLICATI N TeleBeam I icorporated ("Te.ebear1i") an 1 TE Merger Cor jorati n (°* EM ) (jointly, the "Applicants"), hereby rec uest uthotity frem the Fede:al Cemmuwiications Cemmis sion ("FCC" or "Commission"), pursuant to Secti );1 21—4 of tke Coramun cations Aci of 1$ 34, 4" U.S.C. § 214, and 47 C.F.R. § 63...8(e)(5), for the assignrient cf TeleBeanr‘s Section : 14 at thorization from TeleBeam to ‘TEM. Telel3eam received its Section 214 authorization b: a traisfer of . }cpntrol frqm North American Communica ions, Inc. alopted on Februa:y 11, 1998 at File No. ITC—98—008—TC. Tais as signment Wfll/occur as sart of a tra isacti on wh ereby Tele]iearr; is merging kinto TEM, immediatey after which the merg »d entity will cha ige it nam: to TeleBeam, Incorporated. The transaction is described fully below. Graht of this Application will serve the public interest, convenience and necessity. This assignment will allow the Applicants to manage their telecommunications operation more efficiently, permitting greater investment in facilities, customer services and technological innovation. DSB:671957.1

1. THE PARTIES A. TeleBeam Incorporated TeleBeam is a corporation organized andexisting under the laws of the state of Delaware with its principal office in State College, Pennsylvania. TeleBeam engages in the provision of telecommunications products and services. TeleBeamis a nondominant carrier and holds an authorization under Section 214 to provide resold international communications services as granted in File No. ITC—98—008—TC, on February 11, 1998. B. TE Merger Corporation [which will change its name to TeleBeam, Incorporated] TE Merger Corporation ("TEM") is a corporation organized and existing under the laws of the Commonwealth of Pennsylvania with its principal office in Birdsboro, Pennsylvania. TEM intends to engage in the provision of telecommunications products and services upon its merger with TeleBeam under the name TeleBeam, Incorporated. TEM _isEL nondominam\cairier and does not currently hold an authorization under Se(;tion 214 t§ provide resold international communications services. IL. DESCRIPTION OF THE TRANSACTION TeleBeam is entering into a transaction under which Conestoga Enterprises, Inc. ("Conestoga") will acquire all of the stock of TeleBeam in exchange for 735,000 shares of Conestoga stock. Conestoga is‘f’hfz‘ ’§‘9'1_fc_'9)yner of TEM, a Pennsylvania corporafion, into which . TelyerBeam will merge. Immediatel}; after the merger, TEM will change its name to TeleBeam Incorporated, which will be the single, surviving, regulated, telecommunications carrierand public utility regulated by the FCC. DSB:671957.1 Z2

During the pendency of this Application, TeleBeam‘s customers will continue to be served by TeleBeam under its tariffed rates. Upon Commission approval of this Application, TEM, under the name TeleBeam, Incorporated, will provide service to TeleBeam customers, but will continue to charge these customers TeleBeam‘s present rates. Approval of this transaction is in the public interest. There will be no adverse impact on existing service to subscribers. TeleBeam has a successful record of providing telecommunications services in Pennsylvania, andis authorized to provide interexchange carrier services in several other states. TeleBeam, Conestoga and TEM are in the process of pursuing all necessary state regulatory approvals for this transaction. The transfer of TeleBeam‘s stock and the assignment of its Section 214 Authorization to the merged entity is a component of this transaction. An organizational chart which describes the transaction and replicates the structure both before and after the transaction is attached hereto as Exhibit A. The transaction will be transparent and seamless to all affected customers. There will be no impairment or interruption ofservice to subscribers as a result of this acquisition. Essentially, a corporation with the same name and same management — but with enhanced financial backing — will be providing telecommunication services under Section 214. III. REQUEST FOR ASSIGNMENT OF AUTHORIZATIONS Pursuant to 47 C.F.R. § 63.18(e)(5), the Applicants set forth the following information: (a) The names, addresses and telephone numbers of Applicants are: Ara M. Kervandjian TeleBeam Incorporated 467 East Beaver Avenue State College, PA 16801 (814) 238—0000 (Phone) (814) 234—4821 (Fax) DSB:671957.1 3

Albert H. Kramer TE Merger Corporation 202 East First Street Birdsboro, Pennsylvania 19508—9989 (610) 582—6204 (Phone) (610) 582—6338 (Fax) (After the proposed merger TE Merger Corporation will move its principal place of business to State College, Pennsylvania) (b) TEM is a corporation organized and existing under the laws of the Commonwealth of Pennsylvania. TeleBearmis a corporation organized and existing under the laws of the State of Delaware. (c) Correspondence concerning this Application should be addressed to: For TEM: Albert H. Kramer TE Merger Corporation 202 East First Street Birdsboro, PA 19508—9989 (610) 582—6204 Phone (610) 582—6338 Fax with a copy to: Derrick P. Williamson, Esquire McNees, Wallace & Nurick 100 Pine Street PO Box 1166 Harrisburg, PA 17108 (717) 237—5446 (Phone) (717) 237—5300 (Fax) For TeleBeam: Ara M. Kervandjian TeleBeam, Incorporated 467 East Beaver Avenue State College, PA 16801 (814) 238—0000 (Phone) (814) 234—4821 (Fax) DSB:671957.1 4

(d) TeleBeam is a nondominant carrier and holds an authorization under Section 214 to provide international switched voice service by the resale of the international switched voice service set forth in AT&T‘s Tariffs FCC Nos. 1 and 2, RCT‘s Tariff FCC No. 1, US Sprint‘s Tariffs FCC Nos. 1 and 2 and Metromedia‘s Tariff FCC No. 2 between the U.S. and international points listed in those tariffs as granted in File No. ITC—98—008—TC. Under the terms of the transaction, this authorization will be assigned to TEM. (e)(5) Applicants request authority pursuant to the terms and conditions of § 63.15 of the Commission‘s Rules for the assignment of TeleBeam‘sinternational Section 214 authorization to TEM as part ofthe transaction described above which TEM will acquire ownership and control of TeleBeam‘s assets as a rt of merger.. (£) No response required. (g) No response required. (b) (1) TE Merger, Inc. hereby certifies that it does not have an affiliation with a foreign carrier within the meaning of 47 C.F.R. § 63.18(h)(1). (2) Information regarding the shareholder of TEM is provided in Exhibit B, attached. ) TEM hereby certifies that it has not agreed to accept special concessions directly or indirectly from any foreigncarrier with respect to any U.S. international route where the foreign carrier possesses sufficient market power on the foreign end of the route to affect competition adversely in the U.S. market and will not enter into such agreements in the future. G) The Applicants hereby certify that no party to this application, as defined in 47 C.ER. § 1.2002(b), is subject to denial of Federal benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988, 21 U.S.C. § 853a. (k) The instant application is eligible for streamlined processing pursuant to 47 C.F.R. § 63.12 because TEM does not have an affiliation with a foreign carrier within the meaning of Section 63.18(h)(1)(1). DSB:671957.1

CONCLUSION Accordingly, the Applicants respectfully request that the Commission permit the assignment of authorization described herein. Respectfully submitted, TE Merger Corporation ny; _uP Krnme—__ Albert H. Kramer TE Merger Corporation 202 East First Street Birdsboro, PA 19508—9989 [signatures continued on next page] DSB:671957.1

TELEBEAM, INCORPORATED andjian , Incorporated State College, PA 16801 Dated: __///2z22/29 DSB:671957.1

REGULATED COMPANIES BEFORE AND AFTER MERGER BEFORE CONESTOGA ENTERPRISES INCORPORATED AFTER T OS 4 I ~% / | \ CONESTOGA | 11— ENTERPRISES Conestoga Buffalo Conestoga INCORPORATED % Telephone a Tsl h Valley : Communi— ,/ ~ elegrap Telephone cations, Inc. .# / | A\ Company Company | $ s | O / f ul . 4 1 Buffalo Conestoga Conestoga Valle TE* Merger Telephone & | Communica— "Cel }1/1 Corporation Telegraph tions, Inc. Ae lc Company Lompany — TELEBEAM el _ ncorporate INCORPORATED Teliepsgn incogporai=s *Immediately following the merger, TE Merger Corporation will change its name to TeleBeam Incorporated. EXHLBIT "A"

EXHIBIT B The ten percent or greater shareholders of TE Merger, Inc. is as follows: Conestoga Enterprises, Inc. 100% Conestoga Enterpri?es, Inc. hgs no Vshgre':rholgicrs that owntenpercent (10%) or more of'iFs stock. Conestoga Enterprises, Inc. is a corporation organized under the laws of the Commonwealth of Pennsylvania. Additional information about Conestoga Enterprises, Inc.‘s business and stockholders is available upon request.


Document Created: 2019-04-07 16:34:13
Document Modified: 2019-04-07 16:34:13
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