Amendment to Joint Application SUPPLEMENT by Westel, LLC ITC-ASG-20140811-00241 Amendment to Joint A

Amendment to Joint A

SUPPLEMENT submitted by Westel, LLC

Amendment to Joint Application

2014-10-10

This document pretains to ITC-ASG-20140811-00241 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2014081100241_1064694

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

In the Matter of )
) WC Docket No.
WESTEL, LLC )
FRN No. 0023840275 ) File No. ITC- ASG-20140811-
) 00241
and )
)
WESTCOM, LLC )
FRN No. 0007594153 )
)
Application for Consent to Assign Customer Base and )
Assets of a Company Holding an International )
Authorization and a Blanket Domestic Authorization )
pursuant to Section 214 of the Communications Act of )
1934, as Amended

AMENDMENT TO JOINT APPLICATION

Pursuant to 47 C.F.R. § 63.50, Westel, LLC, an Idaho limited liability company

(“Westel”), and WestCom, LLC, an Idaho limited liability company (“WestCom”),

(collectively, the “Applicants”) hereby amend their pending application (“Application”)1, to

include additional information concerning Westel’s indirect ownership. This amendment relates

to information provided in response to IBFS Main Form Questions 11 and 12.

Accordingly, Section V(E) of the Application is hereby deleted in its entirety and

replaced with the following:

E. Ten Percent Greater Interest Holders/Interlocking
Directorates (Answer to IBFS Main Form Question 11 and 12):

Involta, LLC, an Iowa limited liability company (“Involta”), owns
one hundred percent (100%) of the equity of Westel. Involta’s

1 See Application for Consent to Assign Customer Base and Assets of a Company Holding an
International Authorization and a Blanket Domestic Authorization pursuant to Section 214 of
the Communications Act of 1934, as Amended, File No. ITC-ASG-20140811-00241.

Amendment to Joint Application - 1
46220.0002.6903386.2

mailing address is PO Box 1986, Cedar Rapids, IA 52406 and its
principal offices in Idaho are located at 1450 Eagle Flight Way,
Boise, ID 83709. No person or entity directly or indirectly owns
or controls at least ten percent (10%) of the equity of Westel or
Involta, other than the following entities:

(1) M/C Partners VIII, L.P. (“MC”), a Delaware limited
partnership with its principal office in Massachusetts, owns 26.8%
of the equity of Involta (and indirectly Westel), but
(A) no person or entity who either directly or indirectly
holds any ownership interest in MC also owns at least ten percent
(10%) of the equity of Westel or Involta; and,
(B) no person or entity who either directly or indirectly
controls MC also owns at least ten percent (10%) of the equity of
Westel or Involta;

(2) GTB Capital Partners II LP (“GTB”), a Delaware limited
partnership and U.S.-owned Morgan Stanley affiliate, with its
primary office in West Conshohocken, PA owns 14.6% of the
equity of Involta (and indirectly Westel) but
(A) one limited partner, Los Angeles County Employees
Retirement Association, a California public pension fund (“PPF”)
locatedin Los Angeles, CA , indirectly owns 14.5% of Involta but,
no other person or entity directly or indirectly owning equity of
GTB either directly or indirectly owns at least ten percent (10%) of
the equity of Westel or Involta; and,
(B) no person or entity who either directly or indirectly
controls GTB also owns at least ten percent (10%) of the equity of
Westel or Involta;

(3) with respect to PFF,
(A) no person or entity directly or indirectly owning an
interest in PPF either directly or indirectly owns at least ten percent
(10%) of the equity of Westel or Involta; and
(B) no person or entity who either directly or indirectly
controls PFF also owns at least ten percent (10%) of the equity of
Westel or Involta or Involta; and,

(4) Technology Resource Company (“TRC”), an Iowa corporation
with its principal office in Iowa, owns 12.2% of the equity of
Involta (and indirectly Westel), but
(A) no person or entity who either directly or indirectly
holds any ownership interest in TRC also owns at least ten percent
(10%) of the equity of Westel or Involta; and,
(B) no person or entity who either directly or indirectly
controls TRC also owns at least ten percent (10%) of the equity of
Westel or Involta

Amendment to Joint Application - 2
46220.0002.6903386.2

The address and contact information for MC is: M/C Partners, c/o
Edward Keefe, CFO, 75 State Street, Suite 2500, Boston, MA
02109. The address and contact information for GTB and PPF is:
Morgan Stanley Alternative Investment Partners, AIP, c/o
Stephanie Girshovich, Vice President, 100 Front Street, 4th Floor,
West Conshohocken, PA 19428. The address and contact
information for TRC is: Involta, LLC, c/o Jeff Quint, CFO, P.O.
Box 1986, Cedar Rapids, IA 52406.

To the best of the knowledge, belief and information of Westel,
except for the ownership as stated above, no other entity or
individual person owns or controls a ten percent (10%) or greater
direct or indirect ownership interest in Involta or Westel.

All remaining information provided in the Application remains unchanged.

With this amendment, Applicants respectfully request that the Commission expeditiously

grant the amended Application pursuant to streamlined processing.

Amendment to Joint Application - 3
46220.0002.6903386.2

Document Created: 2014-10-10 15:23:54
Document Modified: 2014-10-10 15:23:54

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