Attachment Transfer of Assets

This document pretains to ITC-ASG-20140612-00176 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2014061200176_1050184

                                            Before the
                             FEDERAL COMMUNICATIONS COMMISSION
                                      Washington, D.C. 20554

In the Matter of                                                         )
                                                                         )
LD Telecommunications, Inc.                                              )
(“Transferor”)       FRN: 0008538506                                     )
                                                                         )
And                                                                      ) File No.: ITC-214-19990827-00560
                                                                         )
Multiphone Latin America, Inc.                                           )
(“Transferee”)       FRN: 0004934568                                     )
                                                                         )
                                                                         )
Joint Application for authority pursuant                                 )
to Section 214 of the Communications Act                                 )
of 1934, as amended, for Consent to Transfer                             )
Control of (Assignment of) Customers                                     )
_______________________________________________                          )

    JOINT INTERNATIONAL APPLICATION FOR CONSENT TO TRANSFER AND
     ASSIGNMENT OF CUSTOMERS, EXCLUDING THE UNDERLYING SECTION
       214 INTERNATIONAL AUTHORITIES OF THE RESPECTIVE PARTIES

Multiphone Latin America, Inc. ("Multiphone" or "Transferee"), and LD Telecommunications, Inc. (“LD
Telecommunications” or “Transferor”) herein collectively called the "Applicants" pursuant to Section 214
of the Communications Act of 1934, as amended, 47 U.S.C. § 214 et. al. (1982), and Section(s) 63.03;
63.04 and 63.24 of the Federal Communication Commission's (hereafter called “Commission”) Rules1,
herein seek the Commission’s Consent to Assign and Transfer Assets (excluding underlying Section 214
Authority) of an International Common Carrier, specifically a limited base of 8,000 prepaid PIN-less
account customers/subscribers who use international long distance services from LD Telecommunications
to Multiphone. The customers are associated with a prepaid calling account that recognizes the
subscriber’s ANI and gives access to international calling on a prepaid basis. Subject to approval by the
Commission, the transfer and assignment of these customers/subscribers will take place when Multiphone
assumes all underlying carrier operations and support for the customers and said customers are to be
migrated from LD Telecommunications to Multiphone.                    LD Telecommunications presently holds
international authority from the Commission to provide services pursuant to 47 U.S.C. § 214 and has
since October 06, 1999. Multiphone presently holds authority from the Commission to provide
1
    See. 47 C.F.R. § 63.03; 47 C.F.R. § 63.04; 47 C.F.R. § 63.24, respectively.

                                                                                                              1


international services pursuant to 47 U.S.C. § 214 and has since June 23, 2000. All customers/subscribers
at the heart of this transaction have been provided notice and have not objected, and, are presently
consumers of international calling services of LD Telecommunications. Multiphone has no foreign
affiliations with foreign or dominant carriers.   By granting this application, the Commission will serve
the public interest, convenience and necessity by promoting competition in the international services
market. Competition will benefit U.S. consumers by increasing service options and lowering prices.
Furthermore, the transfer of control will not result in any change of service to the contemplated customers
of LD Telecommunications, insofar as Multiphone will hereafter be the carrier instead of LD
Telecommunications. Multiphone will not change the types of services provided to these customers, and,
they will continue to receive their international services at the same quality and terms as they currently
receive with LD Telecommunications. Thus, the public interest will be served by the grant of transfer and
assignment of these customers from Transferor to Transferee.


I.            INTRODUCTION:

            A. Summary of the Contemplated Transaction
The Transferor, LD Telecommunications, desires to focus its telecommunication services in other areas of
voice, data and communication services and discontinue servicing retail prepaid PIN-less services and
consumers. Currently LD Telecommunications has approximately eight thousand (8,000) subscriber
customers that are comprised of consumers and enterprise businesses that utilize ANI recognition to gain
access to PIN-free prepaid long distance international services (international prepaid long distance
accounts). On April 1, 2014, LD Telecommunications and Multiphone have entered into an agreement
(that is subject to the consent of the Commission) wherein Multiphone will undertake all carrier services
of these subscribers and assume these subscribers as customers with a target date of June 20, 2014, all
migration of accounts going well and subject to Commission approval. Since the services are prepaid, no
carry-over balances will be involved and clients will be migrated as their existing service balances are
consumed and require re-charging of the prepaid accounts. Multiphone has secured adequate facilities to
maintain and operate services to these accounts, and will, utilize LD Telecommunications as one of its
primary carriers to ensure the continuity of service quality and pricing.


            B. Request for Streamlined Processing
The Applicants respectfully submit that this Application is eligible for streamlined processing pursuant to
Section 63.03 and Section 63.12 of the Commission's Rules, found at 47 C.F.R. § 63.03 and 47 C.F.R. §
63.12, respectively. This Application is eligible for streamlined processing pursuant to Section


                                                                                                         2


63.03(b)(2)(i) because, immediately following the transactions: (1) Applicants will hold less than a ten
percent (10%) share of the interstate and/or interexchange market; (2) No dominant local exchange
carriers are parties to the proposed transaction; and (3) Neither the Applicants are, or will be, dominant
with respect to any service. This Application further qualifies for Streamlined treatment pursuant to 47
C.F.R. § 63.12 as Multiphone is not affiliated with a dominant foreign carrier, and will not become
affiliated with a foreign carrier as a result of this transaction. Furthermore, the provisions of 47 C.F.R. §
63.12(c) do not apply in this instance.


In support of this Application, Applicant Multiphone submits Application Attachments I and II, and, the
Applicants herein provide the following information:

II.      DESCRIPTION OF THE APPLICANTS

                 A.      Multiphone Latin America, Inc. ("Transferee")

Multiphone is a privately-held Florida Corporation with its principal offices at 2051 NW 112 Avenue,
Suite 114, Miami, Florida 33172. Multiphone provides prepaid retail and wholesale telecommunications
services in the form of International Services in and from the State of Florida. All of the services
provided by Multiphone are competitive in nature and Multiphone does not hold a dominant position in
any market. The following individuals or entities, directly or indirectly own at least 10 percent of the
equity of Multiphone: Multiphone International, Inc. serves as Multiphone Latin America, Inc’s holding
company and owns one-hundred percent (100%) of the Applicant Company, Multiphone International,
Inc. is owned one-hundred percent (100%) by Orlando Padron and no other individual or entity holds a
10% or greater interest. Multiphone International, Inc. which is a Florida corporation and incorporated on
December 2, 1999.

                 B.      LD Telecommunications, Inc. (“Transferor”)

LD Telecommunications, Inc is a privately-held Florida corporation with its principal offices at 2121
Ponce de Leon Blvd, Suite 200, Coral Gables, FL 33134. LD Telecommunications provides an array of
voice, video and data services along with international carrier services to and from the United States. LD
Telecommunications has held the Commission’s authority to provide international services since 19992.
It is comprised of four (4) shareholders who serve as the management of LD Telecommunications and
control the day-to-day operations. The following individuals, a mix of foreign and U.S. citizens, directly
or indirectly own at least 10 percent of the equity of LD Telecommunications: (1) Mr. Carlos Lahrssen,

2
    See ITC-214-19990827-00560, October 06, 1999

                                                                                                           3


CEO (22.30%); (2) Mr. Felipe Lahrssen, COO (22.30%); (3) Mr. Guillermo Lahrssen, shareholder
(11.81%) 4) Mr. Juan Carlos Canto, CFO (17.92%); and no other individual or entity holds a 10% or
greater interest in LD Telecommunications, Inc.




III     PUBLIC INTEREST CONSIDERATIONS:

As previously stated, the Applicants believe that the added competition this Transfer and Assignment will
bring to the market will benefit the consumers of United States-international telecommunications
services, and specifically those in the State of Florida which are current subscribers of LD
Telecommunications. This includes competitive pricing of services and increased availability of a variety
of innovative service options. Therefore, the grant of this Application will further the public interest.




                                            CONCLUSION

In conclusion of the foregoing Application and Attachments herein submitted, the Applicant Multiphone
certifies that all of the information in this application is accurate and correct as evidenced in its officer’s
signature in its Verification. For these reasons, respectfully requests that the Commission grant this
application.




                                                                                                             4


                                           Before the
                            FEDERAL COMMUNICATIONS COMMISSION
                                     Washington, D.C. 20554

In the Matter of                                                       )
                                                                       )
LD Telecommunications, Inc.                                            )
(“Transferor”)       FRN: 0008538506                                   )
                                                                       )
And                                                                    ) File No.: ITC-214-19990827-00560
                                                                       )
Multiphone Latin America, Inc.                                         )
(“Transferee”)       FRN: 0004934568                                   )
                                                                       )
                                                                       )
Joint Application for authority pursuant                               )
to Section 214 of the Communications Act                               )
of 1934, as amended, for Consent to Transfer                           )
Control of (Assignment of) Customers                                   )
_______________________________________________                         )

                                      Application Attachment I.
                (Information pursuant to 47 CFR § 63.12 as required pursuant to 47 CFR § 63.24 )

The following information is submitted, as required by 47 CFR § 63.12 of the Commission’s Rules, in
support of the Joint Application and Multiphone’s request for authorization to transfer control, and the
assignment, of LD Telecommunications’ subscribers:


Multiphone respectfully requests streamline processing pursuant to 47 CFR § 63.12 and herein certifies
by the attached verification to this Application that:
            1. It is not affiliated with a foreign carrier in a destination market it seeks authority to serve;
            2. It has no affiliation with a dominant U.S. carrier whose international switched or private
                   line services Multiphone through its control of LD Telecommunications seeks authority
                   to resell, either directly or indirectly through the resale of another reseller’s services;
            3. It does not seek authority to provide switched basic services over private lines to a
                   country for which the Commission has not previously authorized the provision of
                   switched services over private lines.
            4. The Commission has not informed Multiphone in writing that this Application is not
                   eligible for streamlined processing.




                                                                                                                 5


                                         Before the
                          FEDERAL COMMUNICATIONS COMMISSION
                                   Washington, D.C. 20554

In the Matter of                                                    )
                                                                    )
LD Telecommunications, Inc.                                         )
(“Transferor”)       FRN: 0008538506                                )
                                                                    )
And                                                                 ) File No.: ITC-214-19990827-00560
                                                                    )
Multiphone Latin America, Inc.                                      )
(“Transferee”)       FRN: 0004934568                                )
                                                                    )
                                                                    )
Joint Application for authority pursuant                            )
to Section 214 of the Communications Act                            )
of 1934, as amended, for Consent to Transfer                        )
Control of (Assignment of) Customers                                )
______________________________________________                       )

                                  Application Attachment II.
               (Information pursuant to 47 CFR § 63.18 as required pursuant to 47 CFR § 63.24 )

The following information is submitted, as required by 47 CFR § 63.18 of the Commission’s Rules, in
support of Applicant‘s request for authorization - Response to Question 10:


47 CFR § 63.18(a): The names, addresses and telephone numbers of the Applicants are as follows:
                   Transferor:
                   LD Telecommunications, Inc. (“LD Telecommunications”)
                   FRN: 0008538506
                   2121 Ponce de Leon Blvd, Suite 200
                   Coral Gables, FL 33134
                   Tel: (305) 358−8952
                   Fax: (305) 448-9454
                   Attn: Mr. Juan C. Canto, CFO.

                   Transferee:
                   Multiphone Latin America, Inc. (“Multiphone”)
                   FRN: 0004934568
                   2051 NW 112 Avenue, Suite 114
                   Miami, Florida 33172
                   Tel: (305) 357-9402
                   Fax: (305) 436-8990
                   Attn: Mr. Orlando Padron, CEO.




                                                                                                         6


      47 CFR § 63.18(b): Jurisdiction of Organizations
              (1) Transferor: LD Telecommunications, Inc. is a company incorporated under the laws of
                  the State of Florida.
              (2) Transferee: Multiphone Latin America, Inc. is a company incorporated under the laws of
                  the State of Florida.

48 CFR § 63.18(c): Correspondence concerning this application should be sent to:


      1. For LD Telecommunications, Inc. (“LD TELECOMMUNICATIONS”)

                                                                 With Copy to:
                                                                 Edward A. Maldonado, Esq.
          2121 Ponce de Leon Blvd, Suite 200                     Maldonado Law Group
          Coral Gables, FL 33134                                 800 Douglas Road, Suite 149
          Tel: (305) 358−8952                                    Coral Gables, FL 33134
          Fax: (305) 448-9454                                    Tel: (305) 477-7580 ex 1
          Attn: Mr. Juan C. Canto, CFO.                          Fax: (305) 477-7504


      2. For Multiphone Latin America, Inc. (“Multiphone”)       With Copy to:
         2051 NW 112 Avenue, Suite 114                           Edward A. Maldonado, Esq.
         Miami, Florida 33172                                    Maldonado Law Group
         Tel: (305) 357-9402                                     800 Douglas Road, Suite 149
         Fax: (305) 436-8990                                     Coral Gables, FL 33134
         Attn: Mr. Orlando Padron, CEO.                          Tel: (305) 477-7580 ex 1
                                                                 Fax: (305) 477-7504

In Response to Question 14 and 15 of FCC 214 Application:


47 CFR § 63.18(d): LD Telecommunications, Inc. has previously received authority under Section 214
of the Act.3 Multiphone has previously received authority under Section 214 of the Act 4.


47 CFR § 63.18(e):          Applicant Multiphone by and through its control and assignment of LD
Telecommunications subscribers requests global or limited facilities-based and resale Section 214
authority pursuant to the terms and conditions of Section 63.18(e)(1) and (e)(2) of the Commission's
Rules. Applicant Multiphone is not applying for authority to acquire facilities or to provide services not
covered by paragraphs (e)(1) through (e)(3) of Section 63.18. Applicant Multiphone is not seeking
facilities-based authority under paragraph (e)(4) of Section 63.18. Applicant Multiphone shall comply
with requirements of 47 CFR § 63.21 and 47 CFR § 63.22.
3
    See: ITC-214-19990827-00560, October 06, 1999
4
    See. ITC-214-20000524-00312 , June 23, 2000.

                                                                                                        7


47 CFR § 63.18(g):        Applicant Multiphone by and through its control and assignment of LD
Telecommunications subscribers will use previously authorized facilities to provide the services requested
by the Application. Multiphone is excluded from environmental assessment pursuant to Section 1.1306 of
the Commission's Rules. 47 C.F.R. § 1.1306.


CFR § 63.18(h):       Following the completion of the transaction between Multiphone and LD
Telecommunications, the information regarding the 10% or greater direct or indirect owners of
Multiphone Latin America, Inc. and LD Telecommunications, Inc. shall be as follows:


Multiphone Latin America (Transferee):

        Name:                            Multiphone International, Inc
        Address:                         2051 NW 112 Avenue, Suite 114, Miami, Florida 33172.
        Citizenship:                     Florida Corporation
        Principal Business:              Telecommunications
        Ownership:                       100%

        Multiphone International, Inc. is a privately-held company Florida Corporation. The persons or
        entities holding 10 percent or more of the shares of Multiphone International, Inc. are as follows:


        Name:                            Orlando Padron
        Address:                         2051 NW 112 Avenue, Suite 114, Miami, Florida 33172
        Citizenship:                     U.S. Citizen
        Principal Business:              Telecommunications Services
        Ownership:                       100%

LD Telecommunications (Transferor):

        Name:                            LD Telecom, Inc.
        Address:                         2121 Ponce de Leon Blvd Suite 200, Coral Gables FL 33134.
        Citizenship:                     Florida Corporation
        Principal Business:              Telecommunications
        Ownership:                       100%

        LD Telecom, Inc. is a privately-held company Florida Corporation. The persons or entities
        holding 10 percent or more of the shares of LD Telecom, Inc. are as follows:




                                                                                                         8


        Name:                              Carlos Lahrssen, CEO
        Address:                           105 W Sunrise Ave, Coral Gables FL, 33134
        Citizenship:                       Germany
        Principal Business:                Telecommunications
        Ownership:                         22.30%
        Name:                              Felipe Lahrssen, COO
        Address:                           1831 Victoria Pointe Circle, Weston FL 33327
        Citizenship:                       Germany
        Principal Business:                Telecommunications
        Ownership:                         22.30%

        Name:                              Guillermo Lahrssen, Shareholder
        Address:                           2525 SW 3rd Avenue, Apt 1211 Miami FL 33129
        Citizenship:                       Germany
        Principal Business:                Telecommunications
        Ownership:                         11.81%

        Name:                              Juan C. Canto, CFO
        Address:                           6815 Tordera St. Coral Gables, FL 33134
        Citizenship:                       USA
        Principal Business:                Telecommunications
        Ownership:                         17.92%

        There are no interlocking directorates.


47 CFR § 63.18(i): Multiphone and LD Telecommunications respectively certify that they are not
affiliated with any foreign facilities-based carriers or US dominant carriers.


47 CFR § 63.18(j): As stated in Attachment I, Multiphone respectively certifies that in connection with
this transfer of subscribers they do not seek to provide international telecommunication services to any
destination country for which any of the following are true:
                1. Multiphone is a foreign carrier in that country; or
                2. Multiphone controls a foreign carrier in that country; or
                3. Any entity that owns more than twenty-five percent (25%) of Multiphone, or that
                     controls Multiphone, controls a foreign carrier in that country.


47 CFR § 63.18(k):       Not Applicable.
47 CFR § 63.18(l):       Not Applicable.
47 CFR § 63.18(m):       Not Applicable.


47 CFR § 63.18(n): Multiphone certifies that neither has agreed and will not agree in the future to
accept any direct or indirect special concessions from a foreign carrier or administration with regards to

                                                                                                        9


traffic or revenue flows between the United States and any foreign countries the company is authorized to
serve.


47 CFR § 63.18(o):      The Applicants certify that no party to this application has been denied federal
benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988.


47 CFR § 63.18(p): The Applicant respectively request Streamline Processing of this Application
pursuant to Section 63.12 of the Commission's Rules. 47 C.F.R. § 63.12.




                                                                                                      10


                                        Before the
                         FEDERAL COMMUNICATIONS COMMISSION
                                  Washington, D.C. 20554

In the Matter of                                                )
                                                                )
LD Telecommunications, Inc.                                     )
(“Transferor”)       FRN: 0008538506                            )
                                                                )
And                                                             ) File No.: ITC-214-19990827-00560
                                                                )
Multiphone Latin America, Inc.                                  )
(“Transferee”)       FRN: 0004934568                            )
                                                                )
                                                                )
Joint Application for authority pursuant                        )
to Section 214 of the Communications Act                        )
of 1934, as amended, for Consent to Transfer                    )
Control of (Assignment of) Customers            )
_______________________________________________ )


                                            VERIFICATION
I, Orlando Padron, state that I am the CEO of Multiphone Latin America, Inc.; that I am authorized to
make this Verification on behalf of Multiphone Latin America, Inc.; that the foregoing filing was
prepared under my direction and supervision; and that the contents are true and correct to the best of my
knowledge, information, and belief. This includes:
                            1. The Joint Application
                            2. Application Attachment I (above).
                            3. Application Attachment II (above).
I declare under penalty of perjury that the foregoing answers and statement in the above Application and
Attachments thereto are true and correct.


                        Executed this June 11, 2014 in Miami, Florida.

                        Multiphone Latin America, Inc.

                        By: /s/ Orlando Padron /s/

                        Name: Orlando Padron
                        Title: CEO of Multiphone Latin America, Inc.




                                                                                                      11


                                        Before the
                         FEDERAL COMMUNICATIONS COMMISSION
                                  Washington, D.C. 20554

In the Matter of                                                )
                                                                )
LD Telecommunications, Inc.                                     )
(“Transferor”)       FRN: 0008538506                            )
                                                                )
And                                                             ) File No.: ITC-214-19990827-00560
                                                                )
Multiphone Latin America, Inc.                                  )
(“Transferee”)       FRN: 0004934568                            )
                                                                )
                                                                )
Joint Application for authority pursuant                        )
to Section 214 of the Communications Act                        )
of 1934, as amended, for Consent to Transfer                    )
Control of (Assignment of) Customers            )
_______________________________________________ )


                                            VERIFICATION
I, Juan C. Canto, state that I am the CFO of LD Telecommunications, Inc.; that I am authorized to make
this Verification on behalf of LD Telecommunications, Inc.: that the foregoing filing was prepared under
my direction and supervision; and that the contents are true and correct to the best of my knowledge,
information, and belief. This includes:
                            1. The Joint Application
                            2. Application Attachment I (above).
                            3. Application Attachment II (above).
I declare under penalty of perjury that the foregoing answers and statement in the above Application and
Attachments thereto are true and correct.


                        Executed this June 11, 2014 in Miami, Florida.

                        LD Telecommunications, Inc.

                        By: /s/ Juan C. Canto /s/

                        Name: Juan C. Canto
                        Title: CFO of LD Telecommunications, Inc.




                                                                                                     12



Document Created: 2014-06-11 15:55:26
Document Modified: 2014-06-11 15:55:26

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