Attachment 20170713102145-540.p

20170713102145-540.p

SUPPLEMENT

Supplement

2008-08-28

This document pretains to ITC-T/C-20080828-00410 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2008082800410_1573607

ITC—T/C—20080828—00410 Lightyear Network Solutions, LLC Transfer of Control Current Licensee: Lightyear Network Solutions, LLC From: ~——LightyearNetworl—Sotutrens;—EEC »<:_g“j§ To: Wherify Wireless, Inc. Application for consent to the transfer of control of international section 214 authorization, ITC—214—19930903—00004, held by Lightyear Network Solutions, LLC (Lightyear), from the current shareholders of its 100% direct parent, LY Holdings,LLC, (Holdings) to\Wfierify Wireless, Inc. (Wherify). Pursuant to the termsofanAugust12, 2008 Agreement and Plan of Merger, Wherify Acquisition Inc. (Merger Sub), a wholly— owned subsidiary of Wherify created to accomplish this transaction, will merge with and into Holdings, with Holdings emerging as the surviving entity from the transaction. After closing, Holdings will be a direct, wholly—ownedsubsidiary of Wherify, and Lightyear will be an indirect, wholly—owned subsidiary of Wherify. § we 6 GPS Associates, LLC currently has a 43% ownership interest in Wherify, and Timothy Neher has a 10.5% ownership interest. LANJK, LLC, wholly—owned by J. Sherman Henderson III, currently has a 50% ownership interest in Holdings; SullivanLY, LLC, wholly—owned by Chris Sullivan, has a 29.87"bwnership interest; and Rice—LY Ventures, LLC, wholly—owned by W. Brent Rice, has a 10% ownership interest. Post—transaction, the current owners of Holdings will hold on a fully diluted basis approximately 51 percent combined interest in Wherify, and the authority to appointfive (5) of the seven (7) members of Wherify‘s Board of Directors. No other individual or entity is expected to hold a 10 percent or greater direct or indirect equity or voting ownership interest in Wherify after the transaction.

Jean L. Kiddoo Danielle Burt Phone: 202.373.6000 Fax: 202.373.6001 jean.kiddoo@bingham.com danielle.burt@bingham.com December 9, 2008 Via Electronic Filing Marlene Dortch, Secretary Federal Communications Commission 445 Twelfth Street, SW Washington, DC 20554 Re: NOTICE OF NON—CONSUMMATION WC Docket No. 08—186; File NumbersITC 20080828—00410and ITC—T/C— 20080926—00437 — Application for the Tran ‘r of Control of Lightyear Network Solutions, LLC and Wherify Wir ‘ss, Inc. Dear Secretary Dortch: Lightyear Network Solutions, LLC and Wherify W less, Inc. ("Wherify") (together, "Applicants") filed an Application in the above—ref nced proceedings requesting approval for a transfer of control. The Commissiot sued approval on October 3, October 12, and October 24, 2008. On behalf of th ipplicants, we hereby notify the Commission that the Applicants have reevaluated t r business plans in light of current economic conditions and determined not to proceed ‘ith the proposed transaction at this time. To the extent that Applicants mayin the futu determine to undertake a transaction together, they will seek any necessary a roval from the Commission at that time. This letter is being filed in the Commission‘s Electronic Comment Filing System ("ECFS") and International Bureau Filing System ("IBFS"). Please direct any questions Boston Hartford | to Danielle Burt at (202) 373—6039. Hong Kong | London _ Respectfully submitted, Los Angeles ? New York Orange County Is/ electronically signed San franciste _ Santa Monica _ Silfcon Yaltey Tokys Walnut Creek Jean L. Kiddoo Danielle Burt Bingham McCuichen LLP 2020 K Street NW =| Washington, DC s00046—1806 2776380.1 ( rbrgy3.6000 ® ror gy3.6001 i


Document Created: 2019-05-28 17:29:26
Document Modified: 2019-05-28 17:29:26
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