Attachment 20170105140440-490.p

20170105140440-490.p

SUPPLEMENT

Supplement

2000-04-12

This document pretains to ITC-T/C-20000412-00222 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000041200222_1391176

Categories of ices for 214 ApplicaLions —streamline) O LIMITED/GLOBAL R E C LIMITED/GLOBAL F SED SERVICE (@ LIMITED/GLOBAL F —BASED/RESALE SERVI (@ INDIVIDUAL FACIL ED SERVIC C INTERCONNECTED P NE RESALE SERVIC (@ INMARSAT AND MOB LITE SERVICE O INTERNATIONAL SPECIAL 15 C SWITCHED RESALE SERVICE q TRANSFER OF CONTROL C ASSIGNMENT OF LICENSE O PRO FORMA TRANSFER/ASSIGNMENT O SPECIAL TEMPORARY AUTHORITY O SUBMARINE CABLE LANDING LICENSE Description of Application:

BEFORE THE ,\\3}) Federal Communications Com]ms's;@rr* WASHINGTON, D.C. * In the Matter of ) ) & Application for Transfer of Control of ) Streamlined ITC—T/C—20000412—00222 International Section 214 Authorizations ) CONVERSENT COMMUNICATIONS, LLC Held by Conversent Communications, LLC, ) and Conversent Communications Long ) Distance, LLC, from NEVD Holdings, LLC, ) to Elantic Communications, Inc. ) APPLICATION FOR TRANSFER OF CONTROL NEVD Holdings, LLC ("NEVD"), hereby seeks authority pursuant to Section 214 of the Communications Act of1934, 47 U.S.C. § 214, and Section 63. 18(e)(3) of the Commission‘s Rules, 47 C.F.R. § 63.18(e)(3), totransfer control of the international — Section 214 authorizations held by its subsidiaries Conversent Communications, LLC | ("Conversent LEC"), and Conversent Communications Long Distance, LLC ("Conversent LD," and together, "Conversent"), to a new corporation, Elantic Communications, Inc. (‘Elantic‘).‘ In addition, control of PayPhone, LLC ("PayPhone"), a provider of payphone services and a wholly—owned subsidiary of NEVD, will be transferred to Elantic. Simultaneously, the ownership inteyests of two other unaffiliated companies, Cavalier | VTelephone Corporation ("Cavalier"), and Florida Digital Network, Inc',(,|,,'FDN")’ will also be contributed to Elantic. ! To the extent necessary, Elantic and NEVD hereby also request authority to transfer control of the domestic nondominant Section 214 authority held by the subsidiaries of NEVD to Elantic. These authorizations are held pursuant to the Commission‘s blanket waiver for domestic, non—dominant Section 214 authorizations. 0109796.02

L. Description of the Parties A. NEVD Holdings, LLC NEVD is a Rhode Island limited liability company. It is the holding company for Conversent CLEC, a Rhode Island limitedliability company; Conversent LD, a New Hampshire limited liability company; and PayPhone, a Colorado limited liability company. Through itself and its CLEC operating subsidiaries, Conversent CLEC provides (or will provide) a variety of communications services, including local exchange, long distance, international, and data services to customers in nine Mid—Atlantic and New England states: Maine, New Hampshire, Massachusetts, Vermont, Rhode Island, Connecticut, Pennsylvania, New York, and New Jersey. Conversent LD provides international services in these states. PayPhone provides payphone services in Massachusetts, Rhode Island, New Hampshire, Vermont, Maine, and Connecticut. B. Cavalier Telephone Corporation Cavalier is a Delaware corporation that provides local exchange services through CLEC operating subsidiaries in Virginia, Pennsylvania, and Maryland. C: Florida Digital Network, Inc. | FDN is a Delaware corporation that is certified to provide telecommunications services in Florida. FDN offers local, long distance, and Internet services in various cities in Florida and holds an international Section 214 authorization to operate as an international resale carrier." An application for prior Commission approval of the contribution of the ownership of FDN to Elantic will be filed separately by FDN‘s PNennremmmerecemnnemmnenr regulatory counsel. 2 See ITC—98—443. 0109796.02

IL. Description of the Transaction Under the proposed tiansacion, t ie ow iers of NEVD will contribute their membershif interests in NEV ) to Elantic Cortempcoranecusly, the owners of Cavalier and FDN w II contribut: their stock in their res; ective: companies to Elantic. Following consummation of the tr insact on, Cavalie : and . ‘DN will su vive is wholly—owned subsiciaries of Elintic. NEVI) will cease to exiit. However, NE‘/D‘s wholly—owned subsiciaries, Conversen CLET, Co mversent LC , and PayPlone, vvill continue as whiolly— owned subs diaries of E antic. Comvrersent CLE C‘s operatirg subsidiaries will also continue as wholl ;—owr 2d sutbsidiaries of Convirsent CLEC: and indirect wholly—ov‘ned subsidiaries of NEVD. III. Public Injerest Consderations Proript agp prova . of th :s app icatio n will serve the pt blic ir terest by enabling Conversent CLEC, Cor versent LD, PayP 10ne, Caval:er, and FDNI to combine their networks ard operation s, thereby eriabling; them to compete in the domestic and internationa mark etplaces in : more econ »mica ly efficient ind competitive manner The combinatior of th:se co npanies will result in sij nificant cost saviugs and business synergies, thus strengthening the competitive position of the combined entity. For example, the transaction will permit Elantic to expand the scope of its marketing efforts throughout its combined service area while reducing overhead and duplicative facilities. Conversent‘s international customers will continue to receive service from Conversent after the proposed transaction, but will directly benefit from the efficiencies gained as result of the proposed transaction. 0109796.02

These economies will be brought forth in a domestic and international marketplace that is marked by su‘stantial competition from the Bell Operating Companies and other incumbent local exclhange carriers, as well as large long distance sarriers suct. as AT&T and MCI World4dCon /Sprirt. The combination of the assets, personnel, and r:lationships of Conversent, PayPhone, Cavalier, and FDN will enable Elantic :o compete nore effectively with: these: formidable competitors. For all of the above: reasons, approval of this Application on a streamlined basis would plainly serve the puljlic interest. SECTION 63.18 JINF()RMATZ[ON In accordancs with Section 53.18(e)(3) of the Comunission‘s Rules, NEVD and Elantic provide the followi 1g information (a) Name, addt ess; and telephone number: Transferee: Elantic Communications, Inc. 2134 W. Laburnum Avenue Richmond, VA 23227 Tel. (800) 950—7858 Transferor: NEVD Holdings, LLC 313 Boston Post Road West Suite 140 Marlboro, MA 01752 Tel. (508) 486—6300 (b) Elantic is a corporation organized underthe laws of Delaware. NEVD is a limited liability company organized under the laws of Rhode Island. (c) Correspondence concerning this application should be addressed to: 0109796.02

For Elantic: David Mayer Vice President Elantic Communications, Inc. 222 Richmond Street Suite 206 Providence, RIL 02903 Tel. (401) 490—6353 Fax. (401) 490—9751 for NEVD: Scott Sawver Vice President, Regulatory NEVD Holdings, LLC 222 Richmond Street Suite 206 Providence, RI 02903 Tel. (401) 490—6377 Fax (401) ‘272—9751 with a copy to: Thomas Jones Sophie J. K.eefer Willkie, Farr & Gallagher Three Lafayette Centre 1155 21st iStreet, NW Washingto:1, DC 20036 Tel. (202) 328—8000 Fax (202) 887—8979 (d) The following international Section 214 authorizations are sought to be transferred: Licensee File Number Type of Authorization Conversent ITC—96—303; ITC—ASG— International resale of Communications, 19991119—00721 public switched services LLC Conversent ITC—214—19990210— International resale of Communications 00081 public switched services Long Distance, LLC 0109796.02

Elantic does not currently hold any international Section 214 authorizations. (e) Not applicable. (£) Not applicable. (g) Not applicable. (h) Following consummation of the trinsaction, Elantic‘s 10% or greater shareholders will be follows: Name Address Citizensh p Principal Approximat: Business Interest Cavalier Telephone 2134 W. Laburnum USA Competitive Local 36.67 % Corporation Ave., Richmond VA Exchange Carrier 23227 Florida Digital 390 N. Orangie Ave., USA Competitive Local 33.33 % Network, Inc. 20th Floor, Orlando Exchange Carrier FL 32801 and Internet Service Provider es s Robert C. Fanch 1873 South Bellaire USA Communications 23.67% Street, Suite 1550, Denver, CO 80222 s ez Other ‘ndividuals anc entities will own the remaining 6.33 % interest i1 Elantic. Through Cavalier, the indirect 10% or greater owners of Elantic are as follows: Name Address Citizenship Principal Interest in Business Cavalier M/C Venture 75 State Street, Suite USA Investment Fund 32.76% Partners IV, L.P. 2500, Boston, MA 02109 KDZ Holdings, 813 Colony Bluff USA Holding Company 48.4% LLC. Place, Richmond, VA f 23233 Through FDN, the indirect 10% or greater owner of Elantic is as follows: Name Address Citizenship Principal Interest in FDN Business Media/ 75 State Street, Suite USA Investment Fund 60.7% Communications 2500, Boston, MA Partners III, L.P. 02109 6 0109796.02

Elantic has no interlocking directorates with any foreign carrier. (i) Elantic will not be affiliated with any foreign carrier. ()) Elantic does not seek to provide .internationayl telecommunications services to any destination country in which it is a foreign carrier; controls a foreign carrier; or is affiliated with a foreign carrier. (k) Not applicable. (1) Not applicable. (m) Not applicable. (n) Elantic certifies that it agrees not 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 ofthe route and will not enter into such agreements in the future. (0) Elantic certifies pursuant to Sections 1.2001 through 1.2003 ofthe Commission‘s Rules, 47 C.F.R. §§ 1.2001—1 .2003, 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. § 853a. (p) _ This application qualifies for streamlined processing under Section 63.12 of the Commission‘s Rules, 47 C.F.R. § 63.12, because Elantic will not be affiliated with any foreign carrier or with any dominant U.S. carrier whose international switched or private line services Elantic seeks to resell. Nor does Elantic seek to provide switched basic services over private lines to a country for which the FCC has not previously authorized the provision of switched services over private lines. 0109796.02

CONCLUSION In light of the above, Elantic and Conversent respectfully request that the Commission process the instant application on a streamlined basis and grant the authorization requested. Respectfully submitted, By: fim /I/ &~o David Mayer / Vice President Elantic Communications, Inc. 222 Richmond Street Suite 206 rovidenc {?2903 A¥ By: )ifi 'V\fl Scott Sawyer Vice President, RegulLry Affairs NEVD Holdings, LLC 222 Richmond Street Suite 206 Providence, RI 02903 April 10, 2000 SIG. PAGE — ELANTIC APP.

CERTIFICATE OF SERVICE I, Scphie J. Keefer, hereby certify that a copy of the foregoing "Application for Tranfer of Cont ol of International Section 14 Authorizations held by Conversent Communications, LLC, and Conversent Communicatons Longs Distance, LLC, from NEVD Holdings, LLC, to Elantic Communications, Inc.", has leen served by :irst class mail, postage prepaid, unless otherwise indicated, to the following partie:: J. Breck Blalock Justin Connor Chief Policy and Facilities Branch Policy and Facilities Branch International Bureau International Bureau Federal Communications Commission Federal Communications Commission 445 12th St., S.W. 445 12th St., S.W. Washington, DC 20554 Washington, DC 20554 (via hand delivery) (via hand delivery) Rebecca Arbogast Dr. John J. Hemre Chisf Deputy Secretary of Deferise Telecommunications Division Department of" Defense International Bureail Roon 313944 Federal Communicztions Commission 1010 Deferise Pentagon 445 12th S:., is.W. Washinpto:1, DC 20301—1010 Washingto:1, 1D).C. 20554 (via hand delivery) Hon. Richard Danzig Kiathy D. Smith, Esq. Secretary of the Navy Acting Chief Counsel . Office of the Secretzry Departmient of Commerce (NTIA) Department of the Navy Room 4/13 The Pentagon 14th & Constitution Ave., N.W. Washington, D.C. 20310 Washington, DC 20230 Anthony D. Cina Office of General Counsel Bureau of International Communications and National Security Agency Information Policy 9800 Savage Road Department of State Fort Meade, MD 20755—6000 Room 4826 2201 C Street, N.W. Washington, DC 20520—1428 Tatia Williams Hon. Clarence L. Irving Senior Policy Advisor Assistant Secretary for Communications and Office of International Affairs Information Department of Commerce (NTIA) Department of Commerce (NTIA) Room 4898 Room 4898 14th & Constitution Ave., N.W. 14th & Constitution Ave., N.W. Washington, DC 20230 Washington, DC 20230 0110328.01

Joan Donoghue, Esq. Robin R. Layton Assistant Legal Advise: for Eco:motmic, Business and Department of Commence (NTIA) Communications Affairs Room 4324 Office of the Legal Adviser 14th Street & Constitution Ave., N.W. Department of State Washingtor., D.C. 20230 2201 C Street, N.W. Washington, D.C. 20520—6310 Richard Beaird Steven Lztt, Esq. Acting Deputy Assistart Secretary Bureau of International Communications and Bureau of International Communications and Information Policy Information Policy Department of State Department of State Room 4836 Room 4826 2201 C Street, N.W. 2201 C Street, N.W. Washington, D.C. 205::0—1428 Washington, D.C. 20520—1428 Carl Wayne Smith, Esq. Gary Couey Code AR Defense Information Systems Agency Office of International Communications and 701 South Courthouse Road Information Policy Arlington, VA 22204 Department of State Room 4826 2201 C Strest, NW. Washington, D.C. 20520 Shirl Kinney Suzanne Settle, Esq. Deputy Assistant Secretary for Communications and ‘Senior Policy Advisor Information Jepartment of Commierce (NTIA) Department of Commerce (NTIA) Room 4701 Room 4898 L4th Street & Constitution, N.W. 14th Street & Constitution, N.W. ‘Washington, D.C. 20230 Washington, D.C. 20230 Jack Gleason Jr. Linton Wells Acting Administrator Deputy Assistant Secretary of Defense for C3 Office of International Affairs Room 3E194 Department of Commerce (NTIA) 6000 Defense Pentagon Room 4701 Washington, D.C. 20301—6000 14th Street & Constitution Ave., N.W. Washington, D.C. 20230 Cathleen Wasilewski, Esq. Attorney Advisor, Office of Chief Counsel Department of Commerce (NTIA) Room 4713 14th Street & Constitution Ave., N.W. Washington, D.C. 20230 Dated April 12, 2000 J. Lojer Sophie J. Keefer 1 0110328.01


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Document Modified: 2019-04-20 06:18:23
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