Attachment Attachment 1

This document pretains to ITC-ASG-20140714-00197 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2014071400197_1053959

                                                                          Line Systems, Inc. and
                                                                      Block Line Systems, LLC
                                               Application for Consent to Assign S214 Authority
                                                                                   Attachment 1
                                                                                     Page 1 of 4



Answer to Question 10

Section 63.18(c): Correspondence for the assignor/licensee, Line Systems, Inc. (“LSI”), concerning
this Application should be sent to:

               Line Systems, Inc.
               John West
               1645 West Chester Pike
               Suite 200
               West Chester, Pennsylvania 19382
               Tel: 610-355-9733
               E-mail: jwest@linesystems.com

               With copies to:

               Steven A. Augustino
               Denise N. Smith
               Kelley Drye & Warren LLP
               3050 K Street, NW
               Suite 400
               Washington, DC 20007
               Tel: 202-342-8400
               E-mail: saugustino@kelleydrye.com
                       dsmith@kelleydrye.com


Correspondence for the assignee, Block Line Systems, LLC (“BLS”), concerning this Application
should be sent to:

               Block Communications, Inc.
               Block Line Systems, LLC
               405 Madison Avenue, Suite 2100
               Toledo, Ohio 43604
               Attn: John Martin
               Tel: 419-724-3860
               E-mail: jmartin@telesystem.us

               With copies to:

               Thomas J. Moorman, Esq.
               Woods & Aitken, LLP


                                                                          Line Systems, Inc. and
                                                                      Block Line Systems, LLC
                                               Application for Consent to Assign S214 Authority
                                                                                   Attachment 1
                                                                                     Page 2 of 4


               5151 Wisconsin Avenue, NW, Suite 310
               Washington, DC 20016
               Tel: 202-944-9502
               E-mail: tmoorman@woodsaitken.com

                      And

               David F. Waterman, Esquire
               Shumaker, Loop & Kendrick, LLP
               1000 Jackson
               Toledo, Ohio 43604
               Tel: 419-321-1212
               E-mail: dwaterman@slk-law.com


Section 63.18(d): BLS does not currently hold any Section 214 authorizations.


Answer to Question 11

Section 63.18(h): The name, address, citizenship and principal businesses of any person or entity
that directly or indirectly owns at least ten percent of the equity of BLS, and the percentage of
equity owned by each of those entities (to the nearest one percent) are included below.

        BLS is a wholly-owned subsidiary of BCI. The 10% or greater shareholders of BCI are
noted below and are determined based on the direct and indirect interests of the shareholders in
the three (3) classes of stock issued by BCI, only one of which is voting. Control of BCI resides
in the four shareholders which effectively vote 25% of the voting stock of BCI as explained
below.
        There are 29,400 outstanding shares of Voting Common Stock that are owned as follows:

                                                                           Voting
             Name                   Citizenship         Principal          Shares    Percentage
                                                         Business
1.   Allen J. Block                     U.S.        Communications          7,350         25
2.   John R. Block                      U.S.        Communications          7,350         25
3.   Block Family Trust No. 21          U.S.        Trust                   7,350         25
4.   Block Remainder Trusts2            U.S.        Trust                   7,350         25


1
 By virtue of the underlying trust instruments, the Block Family Trust No. 2 has five (5) trustees
but William Block, Jr. has veto power over the trust action.


                                                                              Line Systems, Inc. and
                                                                          Block Line Systems, LLC
                                                   Application for Consent to Assign S214 Authority
                                                                                       Attachment 1
                                                                                         Page 3 of 4



                                                                  TOTAL:        29,400        100%

Control of BCI rests with these four shareholders.

        The shareholders currently owning 10% or more of the total outstanding equity of BCI
are as follows:

               Name                          Total Shares3                    Total Percentage
1.    Allan J. Block                          55,014.16                           17.59%
2.    John R. Block                           55,014.16                           17.59%
3.    William Block, Jr.                      40,365.25                           12.91%
4.    Donald G. Block                         39,642.25                           12.68%
5.    Barbara L. Block                        35,936.25                           11.49%
6.    Karen D. Johnese                        31,666.25                           10.13%

Except for John R. Block, the address for each of the individuals and each of the Trusts
identified above is 405 Madison Avenue, Suite 2100, Toledo, Ohio 43603. John R. Block’s
address is 34 Blvd. of the Allies, Pittsburgh, Pennsylvania 15222.


Answer to Question 13

LSI and BLS have entered into an asset purchase agreement pursuant to which BLS will acquire
certain assets including, for example, operating assets and agreements, certain customer
accounts, contracts and agreements, certain vendor agreements and contracts, certain equipment
and certain intellectual property from LSI. BLS will also acquire LSI’s international Section 214
authorization. Additional information about the transaction is included in Attachment 2 to the
Application.




2
  There are eight (8) Block Remainder Trusts. Karen D. Johnese is the Voting Trustee of each
Block Remainder Trusts and votes all of the shares of Voting Common Stock owned by such
trusts.
3
    “Total Shares” reflects total ownership of all equity interests (the three (3) authorized classes of
          stock (only one (1) of which is voting)) for each individual, including both direct and
          indirect beneficial ownership.


                                                                         Line Systems, Inc. and
                                                                     Block Line Systems, LLC
                                              Application for Consent to Assign S214 Authority
                                                                                  Attachment 1
                                                                                    Page 4 of 4


Answer to Question 20

LSI and BLS request streamlined processing of this Application pursuant to Section 63.12 of the
Commission’s Rules, 47 C.F.R. § 63.12. This Application qualifies for streamlined treatment
under Section 63.12 because neither LSI nor BLS is a foreign carrier and neither company has
any foreign carrier affiliations.



Document Created: 2014-07-14 17:21:41
Document Modified: 2014-07-14 17:21:41

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