Attachment Pro Forma Petition

This document pretains to ITC-ASG-20190227-00081 for Assignment on a International Telecommunications filing.

IBFS_ITCASG2019022700081_1631585

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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )

                        APPLICATION FOR PRO FORMA ASSIGNMENT
                               OF INTERNATIONAL AUTHORITY OF
                                           HABLAX, INC. (FL)




                   By and through its Attorney:
                   Edward A. Maldonado, Esq.
                   The Law Offices of Edward A. Maldonado, P.A.
                   2850 Douglas Road, Suite 303, Coral Gables, FL 33134
                   Tel: 305-477-7580 Fax: 305-477-7504 Direct Line 786-292-0459
                   E-mail: eam@maldonado-group.com www.maldonado-group.com




______________________________________________________________________________
                                                                         Page 1


                          TABLE OF APPLICATION CONTENTS

                                                                       Page
                                    PETITION

I.      INTRODUCTION                                                     4
II.     REQUEST FOR STREAMLINE PROCESSING                                5
III.    DESCRIPTION OF THE APPLICANTS & TRANSACTION                      6

        a. Hablax, Inc. (FL)                                             6
        b. Fidel Garcia                                                  6
        c. Hablax Inc. (DE)                                              6

IV.     TRANSFER IN THE PUBLIC INTEREST                                  7
V.      47 C.F.R. § 63.12 INFORMATION                                    8
VI.     47 C.F.R. § 63.18 INFORMATION                                    9
VII.    CONCLUSION                                                       12
VIII.   VERIFCATION OF APPLICATION (Sole owner)                          13
IX.     CERTIFICATION OF APPLICANT – Hablax Inc. (DE)                    14
X.      DIAGRAM OF PRE-TRANSFER/POST TRANSFER OWNERHSIP                  15




______________________________________________________________________________
                                                                         Page 2


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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )




                                           Application

Hablax Inc., a Florida company (“Licensee”) (“Assignor”) with its sole stockholder Mr. Fidel
Garcia, (“Assignor(s)”), and together with Hablax, Inc., a Delaware company (“Applicant” and
“Assignee”), herein collectively called the "Applicants," hereby give notice of and request record
of a pro forma assignment of Licensee’s international authority pursuant to Section 214 of the
Communications Act of 1934, as amended, 47 U.S.C. Section 214 et. al. (1982), and Section
63.18 of the Federal Communication Commission's (hereafter called “Commission”) Rules, 47
C.F.R. Section 63.18, in order to provide global or limited international resale services between
the United States and international points, under a new corporate holding structure. In support of
this application, the Applicants state as follows:




______________________________________________________________________________
                                                                         Page 3


    I.        INTRODUCTION: Summary of the Contemplated Pro Forma Assignment

The Licensee is a telecommunications carrier that provides international telecommunications
services pursuant to authority by the Commission under ITC-214-20150219-00046. Hablax, Inc.
(FL) provides international telecommunications services on a Non-Interconnected VoIP basis to
the public. Licensee has operated since 01/26/2018.         Shares of the Licensee are held by
Assignor, Mr. Fidel Garcia (hereinafter “Garcia”) who is a U.S. Citizen. Garcia is the sole
owners of Hablax, Inc. (Delaware) and now seeks to re-organize the structure of his holdings in
the telecommunications sector under a corporate structure wherein the Licensee will assign and
transfer to Assignee Hablax, Inc. (Delaware) which would thereafter be controlled by the exact
same beneficial owner, Garcia himself, and in the exact same ownership percentage by which
Hablax, Inc. (FL) is presently held. The purpose of the re-structure is to better distinctively
manage the services nationwide. Post pro forma Transfer, the authority of Hablax, Inc. (FL)
will be assigned and operated directly by Assignee Hablax Inc. (DE) under Garcia’s sole direct
control. Hablax, Inc. (FL) will either become an inactive company or voluntarily dissolve within
next year. However in no case will it offer telecommunication services. See “Post Pro Forma
Transfer” structure diagram on page 15 of this Application. The assignment contemplated will
not affect:


         1.) Control structure wherein the present beneficial owner (Garcia) may appoint more
             than 50 percent of the board of directors of the Licensee;

         2.) The present beneficial owner’s control to appoint, promote, demote, or fire senior
             executives controlling the daily activities of the Licensee;

         3.) The present beneficial owner’s existing ability to play an integral role in major
             management decisions of the Licensee;

         4.) The present beneficial owner’s existing ability to receive monies or profits from the
             facilities’ operations; or

         5.) The present beneficial owner’s existing use of all of Licensees facilities and
             equipment.

Insofar as the assignment contemplated is non-substantive and pro forma in nature, the
applicants desire streamline treatment of this application. Assignor and its beneficial owner
(Garcia) have recently been granted authority by the Commission within the past year. There

______________________________________________________________________________
                                                                         Page 4


have been no changes to information of the Assignor Garcia or the Licensee since that time.
Furthermore, the result of this pro forma transfer will not affect the daily operations of the
Licensee, discontinue or impair existing services, or affect any other continuing obligations to
customers, other carriers or consumers of service.


Applicant Assignee Hablax Inc. (DE) is a Delaware limited liability company under the sole
control of Garcia. Its sole owner has been previously been approved by the Commission under
the Licensee’s original application.1 Garcia, holds one hundred percent (100%) of membership
units of Assignee Hablax, Inc. (DE). Hablax, Inc. (DE) is not affiliated with any foreign carrier
in a destination market that is dominant, nor does it have an affiliation with any dominant U.S.
carrier whose international switched services it seeks authority to resell or any offering to the
public. Hablax, Inc. (DE) as a result of the contemplated transaction will operate a non-dominate
telecommunications carrier in the United States. The Licensee presently provides resold carrier
service throughout the United States. By granting this application, the Commission will serve
the public interest, convenience and necessity by promoting competition in the international
services market as well as such services throughout the United States. Competition will continue
to benefit U.S. consumers with this pro forma transfer by maintaining service options and
lowering prices. Thus, the public interest will be served by the grant of this Application for Pro
Forma Assignment.

      II. Request for Streamlined Processing as to Assignor and the Assignee

As related to Licensee Assignor Hablax, Inc.(FL), sole owner Garcia and the Assignee Hablax,
Inc. (DE), the Applicants respectfully submit that this Application is eligible for streamlined
processing pursuant to the Commission's Rules, found at 47 C.F.R. § 63.12(a). This is pursuant to
Section 63.03(b)(2)(i) because, immediately following the transactions: (1) No applicant or its
affiliate(s), as defined in Section 3(1) of the Communications Act (hereafter called “Affiliates")
combined shall hold a ten percent (10%) or more share of the interstate and/or interexchange market;
and (2) the Applicants nor their Affiliates are, or will be, dominant with respect to any service before
or after the transaction.

In support of this Application, Applicants provide the following information:


1
    See, ITC-214-20180104-00004.
______________________________________________________________________________
                                                                         Page 5


II.   Description of the Applicants

      A.      Hablax, Inc. (FL) (“Licensee” and “Assignor”)

      The Licensee, Hablax, Inc. is a Florida corporation operating from the State of Florida
      and provides global facilities based and resold international telecommunications services
      to the public pursuant to 47 U.S.C § 214 et. al. under Commission ITC-214-20180104-
      00004. Licensee is a non-dominant carrier under 47 CFR Section 63.03(b)(2)(i).


      B.     Fidel Garcia (Garcia) ("Assignor")

      Garcia presently holds one hundred percent (100%) of Licensee’s outstanding equity
      and stock. Garcia presently holds one hundred percent (100%) of Assignee’s
      membership units. Hablax, Inc. (FL) is a licensed and registered provider of VoIP and
      telecommunication services under U.S. law and regulation. Hablax, Inc. (FL) is a non-
      dominant carrier in the U.S. and is not affiliated with any company holding a dominant
      position in any international market. Under the contemplated Transfer, Hablax, Inc.
      (FL) will assign its full interest in its granted authority to Assignee Hablax, Inc. (DE)
      for organizational purposes. No payment to Hablax, Inc. (FL) will result under this
      transaction. Thereafter, all services will be operated solely under Hablax, Inc. (DE)
      under the control of Garcia. See “Post Pro Forma Transfer” structure diagram on page 15
      of this Application.


      C.     Hablax, Inc. (DE) (“Assignee”)

      The direct owner of Hablax, Inc. (DE) is Garcia, a U.S. Citizen. Hablax, Inc. (DE) is a
      company dedicated to telecommunication services to consumers and carriers. Upon
      consummation of the Assignment, Hablax, Inc. (DE) will hold the present authority of
      the Licensee, and Hablax, Inc. (FL) will discontinue in offering any telecommunications
      or information services whatsoever. Hablax, Inc. (DE) is 100% held by Garcia.




______________________________________________________________________________
                                                                         Page 6


III     Public Interest Considerations:

The Applicants believe that the added competition the Assignment contemplated and this

Assignment will bring to the market will benefit the consumers of United States-international

telecommunications services, and in territories where Hablax, Inc. (FL) presently provides

services. This includes competitive pricing of services and increased availability of a variety of

innovative service options. Therefore, grant of this Application will further the public interest.




______________________________________________________________________________
                                                                         Page 7


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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )


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

The following information is submitted, as required by 47 CFR § 63.12 of the Commission’s Rules, in
support of the Applicants’ request for pro forma assignment of Hablax, Inc.’s authorization:

In Response to Question 9 of the Application: The Applicants respectfully requests streamline
processing pursuant to 47 CFR § 63.12 and certifies 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 the Applicants or the Licensee 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 any Applicants or Hablax, Inc. in writing that this
              Application is not eligible for streamlined processing.




______________________________________________________________________________
                                                                         Page 8


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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )

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

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:

47 CFR § 63.18(a): The names, addresses and telephone numbers of the Applicants are as follows:

                Licensee Assignor:
                Hablax, Inc. (FL)                         FRN: 0027048479
                307 North Royal Poinciana Blvd.
                Miami Springs, FL 33166
                Attn: Fidel Garcia, President

                Sole Owner Assignor:
                Fidel Garcia                              FRN: 0028264232
                1074 W 38th Street
                Hialeah, FL 33012

                Assignee:
                Hablax, Inc. (DE)                         FRN: 0028263747
                508 Main Street
                Wilmington, DE 19804
                Attn: Fidel Garcia, President




______________________________________________________________________________
                                                                         Page 9


    47 CFR § 63.18(b): Jurisdiction of Persons and Organizations

            (1) Licensee: Hablax, Inc. (FL) is a corporation incorporated under the laws of the State of
                Florida.

            (2) Assignor: Fidel Garcia is a natural person and resident of the State of Florida.

            (3) Assignee: Hablax, Inc. (DE), is a corporation incorporated under the laws of the State of
                Delaware.


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

        For: Hablax, Inc. (FL)                           With Copy to: Edward A. Maldonado, Esq.
        307 North Royal Poinciana Blvd.                  Maldonado Law
        Miami Springs, FL 33166                          2850 Douglas Road Suite 303
        Tel: (305) 600-5530                              Coral Gables, FL 33134
        Attn: Mr. Fidel Garcia, President                Tel: 305-477-7580 Fax: 305-477-7504
                                                         E-mail: eam@maldonado-group.com
                                                         on behalf of Mr. Fidel Garcia, Hablax, Inc.
                                                         & Hablax, Inc. (DE).
        For: Hablax, Inc. (DE)
        508 Main Street
        Wilmington, DE 19804
        Attn: Mr. Fidel Garcia, Manager.


In Response to Questions 14, 15 and 16 of the Application:

47 CFR § 63.18(d): Hablax, Inc. (FL) has previously received authority under Section 214 of the Act.
Assignor Garcia is the only stockholder in the Licensee and has been previously approved by the
Commission as owner of the Licensee. Hablax, Inc. (DE) has not received previous authority from the
Commission under Section 214 of the Act.

47 CFR § 63.18(e): Applicants request approval for global resale services under Section 214 of the Act
and pursuant to the terms and conditions of Section 63.18(e)(1) and (e)(2) of the Commission's Rules.
Applicant 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 is not seeking facilities-based authority
under paragraph (e)(4) of Section 63.18.


47 CFR § 63.18(g): Applicants will use previously authorized facilities to provide the services requested
by the Application. Applicants are excluded from environmental assessment pursuant to Section 1.1306
of the Commission's Rules, specifically 47 C.F.R. § 1.1306.




______________________________________________________________________________
                                                                        Page 10


CFR § 63.18(h): Following the completion of the pro forma transfer between the Applicants the
information regarding the 10% or greater direct or indirect owners of Hablax, Inc. (DE) shall be as
follows:

Name:                             Mr. Fidel Garcia
Address:                          307 North Royal Poinciana Blvd. Miami Springs, FL 33166
Telephone:                        (305) 600-5530
Ownership Percentage:             100%
Citizenship:                      U.S. Citizen
Business:                         Telecommunications Investment and Management

47 CFR § 63.18(i): The Applicants, Garcia, Hablax, Inc. (DE), and Hablax, Inc. (FL), respectively
certify that they are not affiliated with any foreign facilities-based carriers or US dominant carriers. Post
transaction Hablax, Inc. and Hablax, Inc. (DE) shall be affiliated with one another in the offering or
provision of carrier services and Hablax, Inc. (DE) Holdings Ltd. agrees to dominant carrier safeguards
as found in 47 C.F.R. §10 (c) and (d).

47 CFR § 63.18(j): The Applicants, Garcia, Hablax, Inc. (DE), and Hablax, Inc. (FL), respectively
certify that they do not seek to provide international telecommunication services to any destination
country for which any of the following are true:

                 1. They are not a foreign carrier in that country; or
                 2. They do not control a foreign carrier in that country; or
                 3. Any entity that owns more than twenty-five percent (25%) of Hablax, Inc. (DE), or
                    otherwise in the Licensee, or that will control the Licensee after transaction, will
                    control a dominant 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): The Applicants and Garcia certify that they has not 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 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 Applicants respectively request Streamline Processing of this Application
pursuant to Section 63.12 of the Commission's Rules under 47 C.F.R. § 63.12.
______________________________________________________________________________
                                                                        Page 11


                                            CONCLUSION
In conclusion of the foregoing Application and Attachments, the Applicants, by and through Fidel Garcia,
certify that all of the information in this application is accurate and correct. For these reasons, respectfully
requests that the Commission grant this application.


        Respectfully submitted,

        By: /s/ Fidel Garcia /s/
        Name: Fidel Garcia
        Title: President of Hablax, Inc. (a Florida corporation)
        Title: Manager of Hablax, Inc. (a Delaware corporation)



By and through their attorney:

                                     /s/_ Edward A. Maldonado__/s/
                                     Edward A. Maldonado, Esq.
                                     MALDONADO LAW GROUP
                                      2850 Douglas Road, Suite 303 Coral Gables, FL 33134
                                      Tel: 305-477-7580 Fax: 305-477-7504 Direct Line 786-292-0459
                                      www.maldonado-group.com




______________________________________________________________________________
                                                                        Page 12


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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )

                                Pro Forma Transfer Application
                                              VERIFICATION

I, Fidel Garcia, state that I am the President of Hablax, Inc. (FL); that I am authorized to make this
Verification on behalf of the Applicants; 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.

I declare under penalty of perjury that the foregoing is true and correct.

Executed this February 25, 2019.


                         By: /s/ Fidel Garcia /s/

                         Name: Fidel Garcia
                         Title: President of Hablax, Inc. (a Florida corporation)




______________________________________________________________________________
                                                                        Page 13


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

In the Matter of                                     )
                                                     )
Hablax, Inc. FRN: 0027048479                         )
(Licensee and Assignor)                              )
                                                     )
And                                                  ) File No.: ITC-214-20180104-00004
Hablax, Inc. FRN: 0028263747                         ) FRN: 0027048479
(Assignee)                                           )
                                                     )
                                                     )
Fidel Garcia FRN: 0028264232                         )
(Assignor)                                           )
                                                     )
                                                     )
Application for Pro Forma Assignment of              )
International global resale                          )
Authority Pursuant to Section 214 of the             )
Communications Act of 1934, as amended.              )
____________________________________________________ )

                           CERTIFICATION OF APPLICANT – Hablax, Inc. (DE)
The undersigned hereby certifies, on behalf of Hablax, Inc. (DE) with respect to the foregoing pro-forma transfer
application for Section 214 Authority that:

    1. Hablax, Inc. (DE) is not affiliated with any dominant foreign carrier in any of the countries to which it
         proposes to provide service in the foregoing application.

    2. Hablax, Inc. (DE) will comply with the terms and conditions contained in Section 63.21, 63.22 and 63.23
         of the Commission's Rules. 47 C.P.R. 63.21-.23

    3. Hablax, Inc. (DE) has not agreed to accept special concessions directly or indirectly from any foreign
         carrier 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

    4. Hablax, Inc. (DE) is not subject to a denial of Federal benefits pursuant to Section 5301 of the Anti-Drug
         Abuse Act of 1988.

    5. The contents of the Application are true and correct to the best of my knowledge, information, and belief.
I declare under penalty of perjury that the foregoing is true and correct.

Executed this February 25, 2019.

                                              By: /s/ Fidel Garcia /s/
                                              Name: Fidel Garcia
                                              Title: President, Hablax, Inc. (DE) (Delaware)


______________________________________________________________________________
                                                                        Page 14


          DIAGRAM OF PRE-TRANSFER/POST ASSIGNMENT OWNERHSIP
                         Pre-Pro Forma Assignment


     Hablax, Inc. (DE)            Mr. Fidel Garcia
    FRN: 0028263747               100% Ownership
                                 FRN: 0028264232




                                Hablax, Inc. (FL)
                                  FRN: 0027048479
                               ITC-214-20180104-00004




                           Post Pro Forma Assignment


                                    Mr. Fidel Garcia        Hablax, Inc. (FL)
                                    100% Ownership          FRN: 0027048479
                                   FRN: 0028264232         Inactive or dissolves




                                   Hablax, Inc. (DE)
                                 FRN: 0028263747
                              ITC-214-20180104-00004




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                                                                        Page 15



Document Created: 2019-02-25 16:33:24
Document Modified: 2019-02-25 16:33:24

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