Application Form [pdf]

This document pretains to ITC-T/C-20050822-00382 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2005082200382_456805

ACSE Alaska Communications Systems August 16, 2005 RECEIVED Marlene H. Dortch, Secretary Federal Communications Commission AUG 2 2 2005 Office of the Secretary Federal Co 445 12th Street, SW * osooooLommibson Washington, D.C. 20554 Re: Notice of Pro Forma Transfer of Control of ACS—LD from ACS Holdings to ACS—AK Dear Ms. Dortch: Pursuant to 47 C.F.R. § 63.24(d) and (f), ACS of Alaska, Inc. (ACS—AK) hereby files notice of the pro forma transfer of 100% controlling interest in ACS Long Distance, Inc. {ACS—LD) from Alaska Communications Systems Holdings, Inc. (ACS Holdings) to ACS—AK, which occurred on July 25, 2005. This transfer will result in the transfer of control of ACS—LD‘s domesticand international § 214 authorizations. This letter serves as notice of pro forma transfer of ACS—LD‘s international § 214 authorization." As set forth in the Commission‘s regulations at 47 C.F.R. § 63.24(d), this transfer of control is presumptively classified as pro forma because it is an "[alssignment or transfer from a corporation to a wholly owned direct or indirect subsidiary thereof or vice versa." Specifically, this transaction will transfer controlling interest in ACS—LD, currently a direct subsidiary of ACS Holdings, to ACS—AK, also a direct subsidiary of ACS Holdings. it will not result in a change in the actual controlling party." As held by the Regulatory Commission of Alaska, this transfer will have no adverse effect on competition or ACS—LD‘s customers and is in the public interest." In compliance with the Commission‘s regulations at 47 C.F.R. § 63.24(f)(2), ACS— AK hereby provides the following information: * in accordance with 47 C.F.R. § 63.24(f)(1), ACS—AK hereby files notice of transfer of ACS—LD‘s international § 214 authorization. Pursuant to the Commission‘s rules, ACS—AK is not required to notify the FCC of the concurrent transfer of ACS—LD‘s domestic § 214 authorization. See 47 C.F.R. § 63.03(d)(1); see also Report and Order, in the Matter of Implementation of Further Streamiining Measures of Domestic Section 214 Authorizations, 17 FCC Red. 5517 (2002)( 54. * See, e.g., 47 C.F.R. §63.24(d). * See Order Approving Transfer of Controlling Interest and Closing Docket, in the Matter of ACS OF ALASKA, INC. d/b/a ALASKA COMMUNICATIONS SYSTEMS, ACS LOCAL SERVICE, AND ACS for Authority to Acquire ACS LONG DISTANCE, INC. d/b/a ALASKA COMMUNICATIONS SYSTEMS, ACS LONG DISTANCE, and ACS, Holder of Certificate of Public Convenience and Necessity No. 476, U—O5— 15(1) (Apr. 26, 2005). 600 Telephone Avenue, MS65 Anchorage, Alaska 99503 tel 907.297.3103 fax 907.297.3153 www.acsalaska.com

Ms. Marlene Dortch Re: Notice of Pro Forma Transfer of Control of ACS—LD from ACS Holdings to ACS—AK August 16, 2005 Page 2 of 3 1. Name, address, and telephone number of transferee: ACS of Alaska, Inc. 600 Telephone Avenue, MS #65 Anchorage, Alaska 99503 (907) 297—3130 2. The Government, State, or Territory under which transferee is organized: ACS—AK is a corporation organized under the laws of the State of Alaska 3. The name, title, address and telephone number of the officer and any other contact (including legal counsel) to whom correspondence concerning this notice should be addressed: Ken Sprain Leonard Steinberg Lisa Phillips Senior Vice President General Counsel Manager Network Operations ACS of Alaska, Inc. Regulatory Affairs ACS of Alaska, Inc. 600 Telephone Avenue ACS of Alaska, Inc. 600 Telephone Avenue MS # 65 600 Telephone Avenue MS # 65 Anchorage, Alaska 99503 MS# 60 Anchorage, Alaska (907) 297 —3105 Anchorage, Alaska 99503 99503 (907) 297—3000 (907) 297—3130 4. A statement as to whether transferee has previously received authority under § 214 and, if so, a general description of the categories of facilities and services authorized: ACS Holdings and its operating subsidiaries, including ACS—AK, possess blanket § 214 authorizations, pursuant to 47 C.F.R. § 63.01, to provide domestic switched, private line, data, and business services to all interstate points. Transferee does not hold any other § 214 authorizations. 5. The name, address, citizenship, and principal business of any person or entity that directly or indirectly owns at least ten percent of the equity in transferee: ACS Holdings owns 100% equity in the transferee, ACS—AK. Alaska Communications Systems Holdings, Inc. 600 Telephone Avenue, MS #65 Anchorage, Alaska 99515 ACS Holdings is a corporation organized under the laws of the State of Alaska.

Ms. Marlene Dortch Re: Notice of Pro Forma Transfer of Control of ACS—LD from ACS Holdings to ACS—AK August 16, 2005 Page 3 of 3 As the FCC has recognized, an "[alssignment or transfer from a corporation to a wholly owned direct or indirect subsidiary thereof or vice versa" is presumptively classified as a pro forma transaction because it does "not result in a change in the actual controlling party [and are] unsubstantial.* This case involves transfer from a corporation (ACS Holdings) to a wholly owned direct subsidiary (ACS—AK). The RCA has additionally confirmed that this transfer "will be generally transparent . . . because . . . there will be no change to management, personnel, tariffs, or equipment."" Therefore, in accordance with 47 C.F.R. § 63.24(f)(2)(ii), ACS—AK hereby certifies that the transfer of control of ACS—LD to ACS—AK was pro forma and does not result in a change in the actual controlling party of ACS—LD. I, Kenneth Sprain, Senior Vice President, Network Operations, ACS of Alaska, Inc., hereby certtify that the statements contained in this document are true, correct, and complete to the best of my information, knowledge, and belief. Respectfully submitted, ACS of Alaska, Inc. Y t due KennethSprain~ / Senior Vice President Network Operations SUBSCRIBED AND SWORN to before me on thisl M(’( day of /_‘W[’l (/.5'( , 2005. a $ Pactinse . on Notary Public, ip) arl@‘for the State of Alaska S i miultk c S My Commission Expires: 1J {( 9 S&i,PUBLG | 5 Y pires: o4 39 t C*" &R ymE //jze\mes Fok \\\\ G:\505553M63\HRP1529.00C * 47 C.F.R. § 63.24(d) at n. 2. ® Order Approving Transfer of Controlling Interest and Closing Docket, U—05—15(1) at 3.


Document Created: 2005-09-28 12:57:20
Document Modified: 2005-09-28 12:57:20
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