Attachment 214 Narrative

This document pretains to ITC-T/C-20111123-00355 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2011112300355_927964

International Section 214 Transfer of Control Page 1 of 3 ANSWER TO QUESTION 10 – Section 63.18(c)-(d): (c) Correspondence concerning this application should be sent to: Susan Crandall Intelsat Corporation 3400 International Drive, NW Washington DC 20008 Telephone: 202-944-7848 Facsimile: 202-944-7870 With a copy to: Bert W. Rein Jennifer D. Hindin Wiley Rein LLP 1776 K Street, NW Washington, DC 20006 Telephone: 202-719-7000 Facsimile: 202-719-7049 (d) Intelsat USA License LLC holds the international Section 214 authorizations that are the subject of this notification: ITC-214-20051031-00443 (global facilities-based and global resale services), ITC-MOD-20051007-00445 (global facilities-based and global resale services), ITC-214-19920318-00117 (satellite services between the United States and Cuba), ITC-214-19930829-00248 (satellite services between the United States and Cuba). Intelsat Global Holdings S.A. (the “Transferee”) does not hold any international Section 214 authorizations. ANSWER TO QUESTION 11 – Section 63.18(h) (h) Following the proposed transfer of control, the following entities are expected to hold a direct or indirect ten percent or greater interest in Intelsat Global Holdings S.A.:1 Direct Ten Percent or Greater Ownership: Name: Serafina S.A. Principal Business: Holding Company Address: 29, avenue de la Porte Neuve 1 The exact percentage will depend on the number of common shares issued and sold, which is dependent on market prospects, and thus not currently ascertainable. Intelsat will provide exact ownership percentages for all ten percent or greater shareholders in its notice of consummation following the proposed transfer of control.

International Section 214 Transfer of Control Page 2 of 3 L-2227 Luxembourg Citizenship: Luxembourg Direct Interest: Less than 50% (voting and equity) Indirect Ten Percent or Greater Ownership: Name: BCP Funds2 Principal Business: Investment Funds Address: 40 Portman Square W1H6DA London Citizenship: United Kingdom, France, and Guernsey3 Indirect Interest: Less than 50% (voting and equity) Name: CIE Management II Limited Principal Business: Investment Manager Address: Trafalgar Court Les Banques St Peter Port Guernsey GY1 3QL Citizenship: Guernsey Indirect Interest: Less than 50% (voting and equity) Name: BC Partners Holdings Limited Principal Business: Investment Firm Address: Trafalgar Court Les Banques St Peter Port Guernsey GY1 3QL Citizenship: Guernsey Indirect Interest: Less than 50% (voting and equity) 2 The term “BCP Funds” refers to forty-one investment funds ultimately controlled by BC Partners Holdings Limited (“BCP”). 3 The Bailiwick of Guernsey is a British Crown Dependency located in the Channel Islands within the jurisdiction of the United Kingdom. The Commission treats Guernsey as the functional equivalent of a WTO Member country. Intelsat, Ltd., Transferor, and Zeus Holdings Limited, Transferee, Consolidated Application for Consent to Transfers of Control of Holders of Title II and Title III Authorizations and Petition for Declaratory Ruling under Section 310 of the Communications Act of 1934, as Amended, Order and Authorization, 19 FCC Rcd 24820, 24848 (2004) (ascribing interests in Guernsey to “the United Kingdom, a WTO Member country”); Petition of Telcove, Inc. for a Declaratory Ruling Pursuant to Section 310(b)(4) of the Communications Act of 1934, as Amended, 21 FCC Rcd 3982 (2006) (treating the Channel Islands as a WTO Member).

International Section 214 Transfer of Control Page 3 of 3 ANSWER TO QUESTION 13 – Narrative for Transfer of Control and Public Interest Statement This application is one of several simultaneously filed applications seeking Federal Communications Commission (“FCC”) consent to a transfer of control of all of the licenses and authorizations (the “Intelsat Licenses”) held by Intelsat License LLC, Intelsat New Dawn Company, Ltd., Intelsat USA License LLC and Intelsat General Corporation (collectively the “Intelsat Licensees”) pursuant to a public offering of newly issued voting shares by Intelsat Global Holdings S.A. (“Intelsat” or the “Applicant”), possible private placements of newly issued voting shares and subsequent voting share sales by current shareholders (the “Transactions”).4 For a complete description of the parties to the transaction, the proposed transaction, and the public interest rationale for the transaction, please refer to the attached Intelsat Application for Transfer of Control. 4 Intelsat Global Holdings S.A. is the entity recently approved by the FCC to control indirectly the Intelsat Licensees pursuant to a pro forma corporate reorganization. See Intelsat Application for Pro Forma Transfer of Control, File Nos. SAT-T/C-20110810-00160, SAT-T/C-20110811- 00161, SES-T/C-20110811-00948, SES-T/C-20110812-00963 (granted Oct. 13, 2011), and 0004825139 (granted Oct. 19, 2011) (“Intelsat Pro Forma”). This corporate reorganization has not yet been completed, but will be consummated prior to the Transactions contemplated by this application.


Document Created: 2011-11-23 15:05:51
Document Modified: 2011-11-23 15:05:51
© 2024 FCC.report
This site is not affiliated with or endorsed by the FCC