Attachment 20161213110005-883.p

20161213110005-883.p

SUPPLEMENT

Supplement

2000-06-16

This document pretains to ITC-T/C-20000616-00379 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2000061600379_1380959

Categories of fo 2;£ Appl: (Stre —streanline) O LIMITED/GLOBAL RESALE SER O LIMITED/GLOBAL FZACILITIES ED SERVIC: O LIMITED/GLOBAL FZCILITIES ED "REGALE 0O INDIVIDUAL FACILITIES— BAS ER‘7ZIC 1 INTERCONNECTED PEIVATE LI ES.ALE SEE 0O INMARSAT AND MOBILE SATELLITE SERVICE O INTERNATIONAL SPECIAL PROJEC O SWITCHED RESALE SERVICE & 5 TRANSFER OF CONTROL ASSIGNMENT OF LICENSE O PRO FORMA TRANSFER/ASSIGNMENT 8 SPECIAL TEMPORARY AUTHORITY O SUBMARINE CABLE LANDING LICENSE Description of Application:

SWIDLER BERLIN SHEREFF FRIEDMAN, uP 3000 K STREET, NW, SUITE 300 WasHINGTON, DC 20007—5116 & TELEPHONE (202)424—7500 ts FACSIMILE(202) %"édc‘?mfi_“_@i\‘! NEW YORK OFFICE 405 LEXINGTON AVENUE NEW YORK, NY 10174 June 16, 2000 VIA HAND DELIVERY Magalie Roman Salas, Secretary Federal Communications Commission 445 12th Street, S.W. Washington, DC 20554 Re: Joint Application PursuanttoSection 214oftheCommunicationsAct of 1934, as amended, to Transfer Control, nunc pro tunce, of Latin American Enterprises, Inc. to Ursus Telecom Corporation. Dear Secretary Salas: Ursus Telecom Corporation ("Ursus"), and Latin American Enterprises, Inc. ("LAE") by their undersigned counsel and pursuant to Section 214 of the Cormmunications Act of 1934, as amended, 47 U.S.C. 214 (1982), and Section 63.18 of the Commission‘s Rules, 47 C.F.R. 63.18 (1998), submit to the Commission an original and 6 copies oftheir Joint Application for Transfer of Control of LAE to Ursus. Applicants respectfully request expedited treatment of this Application for Transfer of Control. Applicants apologize for failingto timely notify the Commission of this transaction. Applicants assure the Commission that, in the future, they will endeavor to comply fully with the Commission‘s Rules. Please do not hesitate to contact us if you require additional information regarding Ursus, LAE, or the above described transaction. Respectfully submitted, Helen E. Disenhaus Paul O. Gagnier hn Counsel for Ursus Telecom Corporation go: Jeffrey Chaskin (Ursus) 336144.1

Before the FEDERAL COMMUNICATIONS COMMISSION Washington, D.C. 20554 In the Matter of Ursus Telecom Corporation and File No. ITC—T/C—2000_______— Latin American Enterprises, Inc. Joint Application for Authority Pursuant to Section 214 of the Communications Act of 1934, as amended, to Transfer Control, nune pro tunc, of Latin American Enterprises, Inc. to Ursus Telecom Corporation JOINT APPLICATION FOR TRANSFER. OF CONTROL Ursus Telecom Corporation ("Ursus " or "Transferee") and Latin American Enterprises, Inc. ("LAE" or "Transferor") (together, "Applicants"), by their undersigned counsel, and pursuant to Section 214 of the Communications Act of 1934, as amended, 47 U.S.C. § 214 (1982) (the "Act"), and Section 63.18 of the Commission‘s Rules, 47 C.F.R. § 63.18 (1998), hereby request approval to transfer control of LAE and its Section 214 authorization, nune pro tunc, to Ursus. As described below, Ursus has acquired ultimate control of LAE through a transaction consummated on June 13, 2000, whereby Ursus‘s wholly—owned subsidiary, LAE Acquisition Corp., merged with and into LAE, which became a wholly—owned subsidiary of Ursus. Although LAE has a new ultimate corporate parent, LAE will continue to provide services under its current corporate name to its existing customers under existing service arrangements, pursuant to its authority granted by the Commission. The proposed transaction, therefore, is transparent to LAE‘s customers.

Applicants respe y request expedited treatment of this Application. Applicants apologize for failing to 1 notify the Commissionof this transaction. Applicants assure the Commission that, in the , they will endeavor to comply fully with the Commission‘s Rules. In support of this »st, Applicants note that this Application is eligible for streamlined processing pursuant to S: 63.12 of the Commission‘s Rules, 47 C.F.R. § 63.12. I. DESCRIPTION A. Ursus Te Corporation Ursus is : —generation telecommunications company providing international voice, data and enhanced mmunications services to carriers, businesses and individuals around the world. The compan: established in 1993 as a carrier providing international telephony services and has growtr recome a leader in Internet Protocol ("IP") managed network implementation and rela ‘ technologies. The Ursus network covers Europe, Africa, Latin America and Asia, and i ices focus on small and medium—sized businesses in emerging or deregulating markets. Ur fers an array of international long distance products including direct access products, call re—o1 i0n, global travel servicein 160 countries, a variety of enhanced and value—added services, anc »aid calling cards. Ursus‘s stock is publicly traded on the NASDAQ National Market under the symbol UTCC. As described in greater detail below, Ursus has received global authority under Section 214 of the Act to provide facilities—based and resale international telecommunications between the United States and foreign points. A wholly—owned subsidiary ofUrsus, Ursus Telecom Peru S.A., recently received a concession as a non—dominant provider of domestic and international long distance services in Peru.

B. Latin American Enterprises, Inc. LAE is a privately—held Florida corporation founded in 1991 that provides pre—paid calling card services in the United States and abroad, primarily in Latin America. Specifically, LAE sells and distributes pre—paid cards in major international airports (and other transportation terminals) through LAFE—designed and manufactured vending machines. LAE has received global resale authority under Section 214 andis certificated in several states. A subsidiary of LAE is authorized as a non—dominant provider of data transmission and value—added services in Argentina. 18 DESCRIPTION OF THE TRANSACTION Pursuant to a Merger Agreement executed by Ursus and LAE on June 6, 2000, LAE Acquisition Corp., a Florida corporation and a wholly—owned subsidiary ofUrsus, merged with and into LAE, which was the surviving corporation. LAE thereby became a wholly—owned subsidiary of Ursus. The merger was consummated on June 13, 2000. Although this transaction transfers ultimate ownership and control of LAE to Ursus, it does not involve a change in the manner in which LAE provides service to its customers. LAE will continue to provide high quality telecommunications services to customers pursuant to its Section 214 authorization, with no change in the rates or terms and conditions of service currently enjoyed by its existing customers. The transaction thus will not cause inconvenience or confusion to LAE‘s customers, but rather will be transparent to them. III. PUBLIC INTEREST CONSIDERATIONS The transaction described herein is in the public interest. The acquisition of LAE by Ursus enhances Ursus‘s ability to compete in the international services market. The physical, technical, 3

and human resources of LAE and Ursus are highly complementary, and neither is a dominant operator. Ursus‘s qualifications are a matter of record with the Commission. LAE and Ursus have determined that the transaction described in this Application will enable both companies to enhance the range of services and choices available to their customers. Moreover, the synergies resulting from the transaction promote operational and administrative efficiencies within each company. These enhancements and efficiencies enable both companies to compete more effectively in the telecommunications market to the ultimate benefit of consumers. IV. INFORMATION REQUIRED BYSECTION 63.18 Pursuant to Section 63.18 of the Commission‘s Rules, 47 C.F.R. § 63.18, Ursus and LAE submit the following information: (a) Names, addresses and telephone numbers: Transferor: Latin American Enterprises, Inc.. 1080 NW 163 Drive Miami, FL 33169 Tel: (305) 621—3400 Transferee: Ursus Telecom Corporation 440 Sawgrass Corporate Parkway, Suite 112 Sunrise, FL 33325 Tel: (954) 846—7887 (b) Transferor: LAE is a corporation organized under the laws ofthe State ofFlorida. Transferee: Ursus is a corporation organized under the laws of Florida.

(c) Correspondence concerning this application should be sent: For Transferee: Helen E. Disenhaus, Esq. Paul 0. Gagnier, Esq. Swidler Berlin Shereff Friedman, LLP 3000 K Street, NW., Suite 300 Washington, D.C. 20007 Tel: (202) 424—7500 Fax: (202) 424—7645 with a copy to: Jeffrey R. Chaskin Ursus Telecom Corporation 440 Sawgrass Corporate Parkway, Suite 112 Sunrise, FL 33325 and for Transferor: Luis A. de Armas, Esq. Shutts & Bowen LLP 1500 Miami Center 201 S. Biscayne Boulevard Miami, FL 33131 Tel: (305) 379—9114 Fax: (305) 381—9982 with a copy to: Juan Jose Pino Latin American Enterprises, Inc.. 1080 NW 163 Drive Miami, FL 33169 (d) Transferor: LAE is an authorized non—dominant reseller ofinternational switched services under Section 214 of the Act (FCC File No. ITC—93—302.) Transferee: Ursus has received global authority under Section 214 of the Act to provide international switched and private line services on a facilities— based and resale basis between the U.S. and all international points. (FCC File No. ITC—97—692). In addition, Ursus has received Section 5

214 authority to provide facilities—based services between the United States and various international points via INTELSAT and other satellite systems. (FCC File No. ITC—96—223). (e)(3) By this ap ation, Applicants seek authority to transfer control of LAE, a non—doming reseller of international public switched services, to Ursus. (£) Not applical (g) Not applical (b) After compl on ofthe transaction, the sole ten percent (10%) or greater shareholder of Ursus wi. e: Name/Addr % Held Citizenship Principal Business Fincogest, § . 62% Swiss Investments 1 Carrefour Rive CH—1207, C eva Switzerland Fincogest‘s mership interest in Ursus will be diluted slightly as a result of this transaction. owever, Fincogest will continue to have a greater than 50% interest in Ursus. Information zarding the sole 10% or greater shareholder ofFincogest is as follows: Name/Addr: % Held Citizenship Principal Business Luca Giussani 92% Italian Telecommunications 440 Sawgrass Corporate Parkway, Suite 112 Sunrise, FL 33325 With the exception of directors and officers of Ursus that may serve as directors and officers of Ursus Telecom Peru S.A., Ursus does not have interlocking directorates with any foreign carriers. ) Ursus certifies that it is not a foreign carrier within the meaning of Section 63.09 of the Commission‘s Rules. Ursus‘s wholly—owned subsidiary, Ursus Telecom Peru S.A., has received a concession as a non—dominant provider of domestic and international long distance services in Peru. In addition, LAE‘s wholly—owned subsidiary, Latin American Enterprises Telelink Argentina S.A., is authorized as a 6

non—dominant provider ofdata transmission and value—added services in the Republic of Argentina. Therefore, Ursus is affiliated within the meaning of Section 63.09(e) of the Commission‘s Rules with foreign carriers in Peru and Argentina.‘ (j)(1) Not applicable. ()(2) As indicated in section (i) above, Ursus certifies that it con Is foreign carriers in Peru and Argentina. Specifically, Ursus Telecom Peru S.A s an authorized non— dominant provider of domestic and international long dis ce services in Peru. LAE‘s subsidiary, Latin American Enterprises Telelink gentina S.A., is an authorized non—dominant provider of data transmission and> ue—addedservices in Argentina. Ursus Telecom Peru S.A. and Latin America Enterprises Telelink Argentina S.A. do not provide services outside Peru and Ar itina respectively. ()(3) Ursus certifies that it does not seek to provide internation telecommunications services to any destination country where an entity that owr nore than 25 percent of Ursus, or that controls Ursus, controls a foreign carrier. (j)(4) Ursus certifies that it does not seek to provide internation telecommunications services to any destination country where two or more foreigr irriers (or parties that control foreign carriers) own, in the aggregate, more than 2: ercent of Ursus and are parties to, or the beneficiaries of, a contractual relation af ting the provision or marketing or international basic telecommunications servic in the United States. (k) Peru and Argentina both are Members of the World Trad: )rganization. Ursus Telecom Peru S.A. has recently received its Peruvian conc on and has not yet commenced constructing its network or providing services. iccordingly, it lacks market power. Latin American Enterprises Telelink Argentt S.A. is a newentrant to the Argentine market and lacks market power. Finally, b Peru and Argentina provide effective competitive opportunities to U.S. cai rs. The Peruvian telecommunications market is open to competition for a telecommunications services. The Argentine market is open to competition for a.. cervices except voice telephony, which is expected to open on November 8, 2000. Neither Argentina nor Peru impose foreign ownership restrictions on providers of telecommunications services. * Ursus also gives notice under Section 63.11(a) of the Commission‘s Rules, 47 C.F.R. § 63.11(a), of its affiliation with Latin American Enterprises Telelink Argentina S.A. and, to the extent it has not already done so, gives notice of its affiliation with Ursus Telecom Peru S.A. under Section 63.11(b) of the Commission‘s Rules, 47 C.F.R. § 63.11(b). Another subsidiary of Ursus has applied for authorization to provide telecommunications services in Argentina; that application has not been granted.

(1) Not applicable. Ursus does not propose to resell the international switched services of an unaffiliated U.S. carrier for the purpose of providing international telecommmunications services in a Peru. (m) Ursus requests continued treatment as a non—dominant provider for Peru and Argentina. Ursus‘ affiliates in Peru and Argentina are new entrants that do not possess sufficient market power to affect competition adversely in the U.S. market. Ursus Telecom has recently received authorization in Peru, and has not yet commenced construction of its network or providing services. Latin American Enterprises Telelink Argentina S.A. is a non—dominant provider of data transmission and value—added services. Thus, Ursus‘ foreign affiliates lack 50 percent market share in the international transport and local access markets at the foreign ends ofthe U.S.—Peru and U.S.—Argentina routes. Ursus therefore should be presumptively classified as non—dominant for those routes. (n) Ursus certifies that it has not agreed to accept special concessions, as defined in Section 63.14(b) of the Commission‘s Rules, directly or indirectly from any foreign carrier, as defined in Section 63.09(d) of the Commission‘s Rules, 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. (0) Ursus certifies that it is not subject to a denial ofFederal benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988. (p) Ursus and LAE request streamlined processing ofthis application pursuant to Section 63.12 of the Commission‘s Rules. Ursus is not itself a foreign carrier in any destination market that it intends to serve. Ursus is presumptively considered non— dominant for the provision of international telecommunications services to all countries. Ursus is not affiliated with any dominant U.S. carrier whose international switched or private line services it seeks to resell. In addition, even though Ursus‘s wholly—owned subsidiaries, Ursus Telecom Peru S.A. and Latin American Enterprises Telelink Argentina S.A. are authorized to provide telecommunications services in Peru and Argentina respectively, both are non—dominant. Furthermore, Peru and Argentina are Members of the World Trade Organization and afford U.S. carriers effective competitive opportunities. Accordingly, this Application is eligible for streamlined processing. 2 See 47 C.F.R. §§ 63.10(a)(1), 63.10(a)(3), 63.10(a)(4), 63.12(a); In re 1998 Biennial Regulatory Review —— Review ofInternational Common Carrier Regulations, Report and Order, FCC 99—51, IB Docket No. 98—118 (rel. Mar. 23, 1999), at 11 [ 22; Foreign Participation Order, 12 FCC Red. at 24032 «[ 322; Streamlining Order, 11 FCC Red. at 12889 ( 12; 47 C.F.R. §§ 63.10, 63.12 (1998).

v. CONCLUSION For the reasons stated above, Applicants respectfully submit that the public interest, convenience, and necessity would be furthered by grant of this application, nune pro tunc, for transfer of control. Respectfully submitted, Ursus Telecom Corporation Latin American Enterprises, Inc. COs —y—. By: ‘Q——ES“""’:\ ' & \ Helen E. Disenhaus / Paul O. Gagnier SWIDLER BERLIN SHEREFF FRIEDMAN LLP 3000 K Street, NW., Suite 300 Washington, D.C. 20007 Tel: (202) 424—7500 Fax: (202) 424—7645 Counsel for Ursus TelecomCorporation and on behalf of Latin American Enterprises, Inc. Dated: June 16, 2000 3359331

CERTIFICATION OF URSUS TELECOM CORPORATION On behalf of Ursus Telecom Corporation, I hereby certify the following: a) that the statements in the foregoing Joint Application for Authority to Transfer Control are true, complete, and correct to the best of my knowledge and are made in good faith; b) that Ursus Telecom Corporation has not agreed to accept special concessions, as defined in Section 63.14(b) of the Commission‘s Rules, directly or indirectly from any foreign carrier, as defined in Section 63.09(d) of the Commission‘s Rules, 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; and c) that Ursus is not subject to a denial of Federal benefits pursuant to Section 5301 of the Anti—Drug Abuse Act of 1988. / /J By: (ffo—— Jeffyey Chaskin Title: Pyésident and Chief Operating Officer Date: June 7, 2000 336023.1


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Document Modified: 2019-04-19 07:36:27
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