Attachment 20161222113734-657.p

20161222113734-657.p

SUPPLEMENT

Supplement

2000-02-24

This document pretains to ITC-T/C-20000224-00115 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000022400115_1385391

Streamlined ITC-T/C-20000224-OO1 15 THE FURST GROUP, INC. Categories of Services for 214 Applications (Streamline/Non- streamline) o LIMITED/GLOBAL RESALE SERVICE 0 LIMITED/GLOBAL FACILITIES-BASED SERVICE 11 LIMITED/GLOBAL FACILITIES-BASED/RESALE SERVICE 0 INDIVIDUAL FACILITIES-BASED SERVICE o INTERCONNECTED PRIVATE LINE RESALE SERVICE O INMARSAT AND MOBILE SATELLITE SERVICE o INTERNATIONAL SPECIAL PROJECT o SWITCHED RESALE SERVICE TRANSFER OF CONTROL o ASSIGNMENT OF LICENSE 0 PRO FORMA TRANSFER/ASSIGNMENT 0 SPECIAL TEMPORARY AUTHORITY 0 SUBMARINE CABLE LANDING LICENSE Description of Application: I /

LAW OFFICES OF THOMAS K. CROWE, P.C. 2300 M STREET, N.W. SUITE 800 WASHNGTON, D.C. 20037 2.A 25 TELEPHONE (202) 973-2890 FAX (202) 973-2891 E-MAIL tkcrowe@bellatlantic.net February 24, 2000 BY COURIER Federal Communications Commission International Bureau - Telecommunications P.O. Box 358115 Pittsburgh, PA 15251-5115 Re: Furst Holding, Inc. and The Furst Group, Inc. Dear Sir or Madam: Please find enclosed an original and six (6) copies of Furst Holding, Inc. 's and The Furst Group, Inc.'s Application for Consent to Transfer Control. Also enclosed is FCC Form 159 and a check in the amount of$ 780.00 to cover the requisite filing fee. Please file-stamp and return the extra copy of this filing in the self-addressed, stamped envelope provided for this purpose. Questions regarding this filing should be directed to the undejsigned. Sincerely, Thomas K. Crowe C. Jeffrey Tibbels, Counsel for Furst Holding, Inc. and The Furst Group, Inc. Enclosures

THE FURST GROUP, INC. 60553 DATE INVOICE NO COMMENT AMOUNT DISCOUNT NET AMOUNT 02/21/00 021000 TRANSFER\FURST HOLDINGS 780.00 .00 780.00 CHECK: 060547 02/21/00 FEDERAL COMMUNICATIONS CHK TOTAL: 780.00 THE FURST GROUP, INC. COMMERCE BANK/DELAWARE N.A. 60553 62-101/311 459 OAKSHADE ROAD SHAMONG, NJ 08088 060547 *SEVEN HUNDRED EIGHTY DOLLARS AND NO CENTS PAY TO THE ORDER FEDERAL COMMUNICATIONS OF: COMMISSION WASHINGTON DC 20554 01-FEDERAL ' ':o oo oooot 3it•

READ INSTRUCTIONS CAREFULLY APPROVED BY 0MB 3060-0589 BEFORE PROCEEDING FEDERAL COMMUNICATIONS COMMISSION ________________________________ SPECIAL USE REM ITTAN CE ADVICE FCC USE ONLY 1 PAGE NO OF (1) LOCKBOX # 358115 _____________________________ SECTION A - PAYER IN FORMATION 2) PAYER NAME)If PaylIrD by credit card, enter name exactly a, it appearo on your card) (3) TOTAL AMOUNT PAID (dollars and cents) THE FURST GROUP, INC. $ 780.00 4) STREET ADDRESS LINE NO.1 459 OAKSHADE ROAD 5) STREET ADDRESS LINE NO.2 a) CITY (1) STATE (9) ZIP CODE SHAMONG NJ 08088 9) DAYTIME TELEPHONE NUMBER (Include area code) (10) COUNTRY CODE (if not in U.S.A.) (609) 268-4372 IF PAVER NAME AND THE APPLICANT NAME ARE DIFFERENT, COMPLETE SECTION B IF MORE THAN ONE APPLICANTS USE CONTINUATION SHEETS (FORM 159-C) SECTION B - APPLICANT INFORMATION 1) APPLICANT NA MELt payIng by credit card enter name exactly as it appears on your cord) 12) STREET ADDRESS LINE NO.1 13) STREET ADDRESS LINE NO.2 14) CITY (IS) STATE ZIP CODE 1)151 11) DAYTIME TELEPHONE NUMBER (Include area code) (19) COUNTRY CODE (I) not in U.S.A.) COMPLETE SECTION C FOR EACH SERVICE, IF MORE BOXES ARE NEEDED, USE CONTINUATION SHEETS (FORM 159-C) SECTION C - PAYMENT INFORMATION IZPAIOuANUIIV bOA) FEE SUE FOR PlC) III OLOCK tOY I bA) FCC CALL SIGN/OTHER ID )20A( PAYMENT TYPE CODE )PTC) FCC (SE ONLY ODd) FCC CODE 1 I C I U I T I 1 I780.00 124A) FCC CODE 2 I loot) FEE DUE FOR (FTC) IN BLOCK ZOO I I I 198) FCC CALL SIGN/OTHER ID (200) PAYMENT TYPE CODE (PTC( lorE 00000POV FCC USE ONLY i I I FCC CODE 1 FCC CODED 1240) I lord QSNYITV IZtCI FEE DUE FUR IPTCI IN BLOCK Dod I (ZOC( PAYMENT TYPE CODE )PTC) PCC USE ONLY I I bC) FCC CALL SIOM/OTHER ID i i I (DC) FCC CODE 1 [SC) FCC CODE 2 I (2051 FEE DUE FOR IPTCI IN BLOCK ZOO I )20D( PAYMENT TYPE CODE (PTC) 10101 QAAHnIOR I I 090) FCC CALL SIGNIOTHER ID FCC USE ONLY i i I ODD( FCC CODE I 104D) FCC CODE 2 25) SECTION D-TAXPAYER INFORMATION (REUIRED 011 COMPLEtE THIS BLOCK STILT IF APPLICAMO NAME IN or p IS DIFFEREN! RON PAYER NAME IN A.t 22- 3O1 5385I IAPPLICANT TIN SECTION E - CERTIFICATION [ • I ul) BTIFIC ION T TEMENT fere--Tibbel- Certify under penalty of perjury that th foregoing nd sup ing11ormation are true and correcttoth:b:st of my knowledge. infomation and belief. SECTION F - CREDIT CARD PAYMENT INFORMATIO ZR) MASTERCARDIVISA ACCOUNT NUERr kXS°SRATION DATEr JASTERCARD _______________ MONTH I YEAR I AUTHORIZED SIGNATURE DATE YISA I horeby authoriz, the FCC to charg, my VISA Or MASTERCARD roT rho ,.N,IsIIaathc,UadoIo( harair d.,c,ib,d. SEE PUBLIC BURDEN ESTIMATE ON REVERSE FCC FORM 159 JULY 1991 (REYISEDI

Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C. 20554 In the Matter of FURST HOLDING, INC. Transferee, THE FURST GROUP, INC. File No. Transferor, Application for Authority Pursuant to Section 214 of the Communications Act of 1934, as amended, to Transfer Control of Authorized International Carrier APPLICATION FOR CONSENT TO TRANSFER CONTROL Pursuant to Section 214 of the Communications Act of 1934, as amended, 47 U.S.C. § 214 (1999), and Section 63.18 of the Commission's Rules, 47 C.F.R. § 63.18 (1999), Furst Holding, Inc. ("Holding") and The Furst Group, Inc. ("Furst") (collectively, "Applicants't) hereby request authority to effectuate the transfer of control of Furst, an international carrier, to Holding. Furst is a non-dominant carrier authorized by this Commission to provide international telecommunications services. As fully described herein, approval of the transfer will permit Holding and Furst to realize significant economic and marketing efficiencies which will enhance their ability to continue providing high quality, low cost telecommunications services and to compete more effectively in the international telecommunications marketplace. Accordingly, grant of this Application will benefit the public interest.

In support of this Application, Applicants submit the following information: I. THE PARTIES (a) Furst Holding, Inc. Holding is a New Jersey corporation whose principal office is located at 459 Oakshade Road, Shamong, NJ 08088. Holding is not a provider of telecommunications services and has no affiliation, within the meaning of Section 63.09(e) of the Commission's Rules, 47 C. F. R. § 63.09(e) (1999), with a dominant U.S. or foreign facilities-based carrier. Further information required by the Commission pursuant to Section 63.18 regarding Holding is included below in Part IV of this Application. (b) The Furst Group, Inc. Furst, a New Jersey corporation, has global authority to provide international telecommunications services.' Furst is considered a non-dominant carrier under the Commission's Rules. Furst has no affiliation, within the meaning of Section 63.09(e) of the Commission's Rules, 47 C.F.R. § 63.09(e) (1999), with a dominant U.S. or foreign facilities-based carrier. Information concerning Furst' s legal, teclmical, and financial qualifications to provide service was submitted with the company's application for Section 214 authorization and is, therefore, already a matter of record before the Commission. In re The Furst Group, Inc. Application for Authority to Operate as an International Resale Carrier, Order, Authorization and Certificate, File No. I-T-C-93-069, DA 93-339, 8 FCC Rcd. 2210 (March29, 1993); Overseas Common Carrier Section 214 Applications Actions Taken, Public Notice, File No. ITC-T/C-19980721-00507, DA 98-1811,13 FCC Rcd. 17792, 17794 (Sept. 10, 1998) (transferring control of Televista, Inc., a non-dominant carrier authorized to provide resale and facilities-based international telecommunications services, to The Furst Group, Inc.). 2

II. DESCRIPTION OF TRANSACTION On December 31, 1999, Holding and Furst entered into a stock purchase agreement ("Agreement") whereby Holding purchased 81 % of the issued and outstanding capital stock of Furst from numerous, individual Furst shareholders. In exchange for 81 % of the shares of Furst, the individual Furst shareholders will receive 1) a sum, pro-rated among each shareholder, equal to once cent ($0.01) for each one percent (1 %) of Furst stock owned by the shareholder; 2) a promissory note issued by Holding to Furst, for and on behalf of the shareholders, in the principal sum of $750,000 plus interest; and 3) additional consideration, the exact amount to be determined in the future, if there is a further change in control of Furst before December 31, 2003. The transaction closed effective December 31, 1999. Since consummation of the transaction clearly entails a transfer of control, nunc p approval by this Commission is being sought. Applicants expect that for the foreseeable future the certificated entity, Furst, will continue its telecommunications operations under its current name, and will continue to provide high quality, affordable telecommunications services to the public. As such, this transaction will not in any way disrupt service or cause inconvenience or confusion to the customers of Furst. Indeed, the acquisition will be virtually seamless to retail customers in terms of the services they currently receive, but it may make additional products and services available to Furst customers throughout the country. III. PUBLIC INTEREST The approval requested herein will serve the public interest in promoting international competition by allowing for a more efficient operating entity with enhanced managerial resources. The new managerial structure envisioned under the proposed transaction is expected to 3

strategically improve the company's competitive position, particularly in the international business market. This, in turn, will enable Furst to be a more vigorous competitor facilitating lower prices and higher quality services to the public. The Commission recognizes that the international market for switched voice services is becoming increasingly competitive in nature and that such competition benefits consumers.2 Given the Commission's desire to foster competition in the international switched services market, grant of the proposed transaction is in the public interest. IV. SPECIFIC PART 63 INFORMATION As required by Section 63.18 of the Commission's Rules, Applicants submit the following information: (a) Names, addresses and telephone numbers of Applicants: Transferee Furst Holding, Inc. 459 Oakshade Road Shamong, NJ 08088 (609) 268-8000 Telephone (609) 268-4416 Facsimile Transferor The Furst Group, Inc. 459 Oakshade Road Shamong, NJ 08088 (609) 268-4372 Telephone (609) 268-8713 Facsimile 2 See In re Rules and Policies on Foreign Participation in the U.S. Telecommunications Market; Market Entry and Regulation of Foreign-Affiliated Entities, Report and Order and Order on Reconsideration, 12 FCC Rcd. 23891, 23891 (1997). 4

(b) The Government, State, or Territory under the laws of which each of the Applicants is organized: Both Holding and Furst are corporations organized under the laws of the State of New Jersey. (c) Correspondence concerning this Application should be addressed to: Jill Papenhausen Corporate Director, Consumer and Government Affairs The Furst Group, Inc. 459 Oakshade Road Shamong, NJ 08088 (609) 268-4372 Telephone (609) 268-8713 Facsimile with a copy to: Thomas K. Crowe C. Jeffrey Tibbels Law Offices of Thomas K. Crowe, P.C. 2300 M Street, N.W., Suite 800 Washington, D.C. 20037 (202) 973-2890 Telephone (d) Statement as to previous Section 214 authorization: As discussed above, Furst previously received authority from the Commission under Section 214 of the Communications Act to provide international telecommunications services . Holding is not a provider of telecommunications services. (e) This Application requests transfer of control of Furst to Holding. (1) Not applicable. (g) Not applicable. 3 See supra at n. 1. 5

(h) The following individuals hold a ten percent (10%) or greater ownership interest in Holding: Name/Address % Held Citizenship Principal Business Victor Bakunoff 25% U.S. President of Holding 17 Bloomfield Court Mt. Laurel, NJ 08054 Frank Borrelli 25% U.S. CEO of Holding 24 Chippenham Drive Voorhees, NJ 08043 Christopher J. Janis 25% U.S. EVP/CFO of Holding 416 Graisbury Avenue Haddonfield, NJ 08033 Wayne Phipps 25% U.S. EVP of Holding 9 Pointe View Drive Medford, NJ 08055 (i) Certification by Holding of non-affiliation with a foreign carrier: See attached. a) Certification that Holding does not intend to provide international telecommunications services to a destination country for which any of Sections 63.18(,j)(1)-(4) of the Commission's Rules, 47 C.F.R. § 63.18(j)(1)-(4) (1999) is true: See attached. (k) Not applicable. (1) Not applicable. (m) Not applicable. 6

(n) Certification that Holding 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 market power on the foreign end of the route and will not enter into such agreements in the future: See attached. (o) Certifications by Applicants that no party to this Application is subject to a denial of Federal benefits pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988, 21 U.S.C. 853(a): See attached. (p) Not applicable. 7

V. CONCLUSION For the reasons stated herein, Holding and Furst respectfully submit that the public interest, convenience and necessity would be furthered by grant of this application. Respectfully submitted, FURST HOLDING, INC. AND THE FURST GROUP, INC. Thomas K. Crowe C. Jeffrey Tibbels, LAW OFFICES OF THOMAS K. CROWE, P.C. 2300 M Street, N.W., Suite 800 Washington, D.C. 20037 (202) 973-2890 Telephone COUNSEL FOR FURST HOLDING, INC. AND THE FURST GROUP, INC. February 24, 2000 8

CERTIFICATIONS OF APPLICANT On behalf of Furst Holding, Inc. ("Holding") and in accordance with Sections 1.2001- 1 .2003 of the Commission's Rules, 47 C.F.R. § 1.2001-1.2003 (1999), I hereby certify that neither Holding, its officers and directors, or any party with a five percent or greater interest in Holding, is subject to a denial of the Federal benefits requested herein pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988. See 21 U.S.C. § 853(a) (1999). I also hereby certify that the statements in the foregoing application are true, complete, and correct to the best of my knowledge and are made in good faith. Holding has not agreed to accept any concessions directly or indirectly from any foreign carrier or administration with respect to traffic or revenue flow between the United States and various international points under the authority granted under Section 214 of the Communications Act of 1934, as amended, and the Commission's Rules, and has not agreed to enter into such agreements in the future. Pursuant to Section 63.18(i) of the Commission's Rules, 47 C.F.R. § 63.18(i) (1999), I certify that Holding is neither a foreign carrier nor affiliated with a foreign carrier as defined by the Commission's Rules. Further, pursuant to Section 63.18(j) of the Commission's Rules, 47 C.F.R. § 63.18(j) (1999), I certify that Holding does not intend to provide international telecommunications services to a destination country for which: (1) Holding is a foreign carrier in that country; or (2) Holding controls a foreign carrier in that country; or (3) any entity that owns more than 25 percent of Holding controls a foreign carrier in that country; or (4) two or more foreign carriers (or parties that control foreign carriers) own, in the aggregate, more than 25 percent of Holding and are parties to, or the beneficiaries of, a contractual relation (e.g., a joint venture or market alliance) affecting the provision or marketing of international basic telecommunications services in the United States. FURST HOLDING, INC. By: Name: Title: Date:

CERTIFICATIONS OF APPLICANT On behalf of The Furst Group, Inc. ("Furst') and in accordance with Sections 1.2001- 1.2003 of the Commission's Rules, 47 C.F.R. § 1.2001-1.2003 (1999), I hereby certify that neither Furst, its officers and directors, or any party with a five percent or greater interest in Furst, is subject to a denial of the Federal benefits requested herein pursuant to Section 5301 of the Anti-Drug Abuse Act of 1988. See 21 U.S.C. § 853(a) (1999). I also hereby certify that the statements in the foregoing application are true, complete, and correct to the best of my knowledge and are made in good faith. Furst has not agreed to accept any concessions directly or indirectly from any foreign carrier or administration with respect to traffic or revenue flow between the United States and various international points under the authority granted under Section 214 of the Communications Act of 1934, as amended, and the Commission's Rules, and has not agreed to enter into such agreements in the future. By: Name: Title: Date:

CERTIFICATE OF SERVICE I, Jessica Baluss, a legal assistant with the Law Offices of Thomas K. Crowe, P.C., certifj that on February 24, 2000, a copy of the foregoing Application was served by first class U.S. mail, postage prepaid, on the parties listed below. Deputy Assistant Secretary of Breck Blaylock Defense (Telecommunications) Chief, Policy and Facilities Branch Office of the Assistant Secretary International Bureau, Of Defense Telecommunications Division Pentagon, Room 3E160 Federal Communications Commission Washington, D.C. 20401 l2 Street, SW. Room 6-A767 National Security Agency Washington, D.C. 20554 G042, NSA, EMC Center Room 1C166 Donald Abelson 9800 Savage Road Chief, International Bureau Fort George Meade, MD 20755 Federal Communications Commission 445 l2 Street, SW. U.S. Coordinator and Director Room 6-A767 Office of International Communications Washington, D.C. 20554 Policy (EB-TD) Department of State Frances Eisenstein 2l' and C Streets, N.W. International Bureau, Washington, D.C. 20305-2000 Telecommunications Division Attn: Code 15 Federal Communications Commission 12th Street, S.W. Chief Regulatory Counsel Room 6-C 866 Defense Communications Agency Washington, D.C. 20554 Washington, D.C. 20305-2000 Attn: Code 115 National Telecommunications and Information Administration 14th & Constitution Ave., N.W. Room H4717 Washington, D.C. 20320 Jessi


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