Attachment Attachment 1

This document pretains to ITC-T/C-20121018-00264 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2012101800264_971566

International Section 214 Transfer of Control Notification Attachment 1 ATTACHMENT 1 TO FCC ELECTRONIC FORM FOR PRO FORMA TRANSFER OF CONTROL OF INTERNATIONAL SECTION 214 AUTHORIZATIONS Pursuant to Section 214 of the Communications Act of 1934, as amended, (“the Act”), 47 U.S.C. § 214, and Section 63.24(f) of the Commission’s rules, 47 C.F.R. § 63.24(f), Deutsche Telekom AG (“DT”) hereby notifies the Commission of the pro forma transfer of control of the international Section 214 authorizations held by T-Mobile USA, Inc., T-Mobile Puerto Rico LLC, and Iowa Wireless Services Holding Corporation.1 Answer to Question 10 - Section 63.18(c)-(d): Because ultimate control of the holders of these 214 authorizations will not change as a result of this transaction, DT has been designated as both the transferor and the transferee for the instant pro forma transfer of control filings. Contact Information: Deutsche Telekom AG c/o Dan Menser T-Mobile USA, Inc. 12920 SE 38th Street Bellevue, WA 98006 Tel: 425-383-4000 Fax: 425-383-4840 dan.menser@t-mobile.com with a copy to Nancy J. Victory Wiley Rein LLP 1776 K Street, N.W. Washington, DC 20006 Tel: 202-719-7344 Fax: 202-719-7049 nvictory@wileyrein.com 1 Question 3 on FCC Form 214TC requires a date of consummation for a notification of a pro forma transfer of control. Because the transaction has not closed, Applicants are not able to provide the actual date of consummation, but were nevertheless required to fill something in. Applicants have publicly stated that they hope to close the transaction in the first half of 2013. 1

International Section 214 Transfer of Control Notification Attachment 1 International Section 214 Authority: DT does not hold any international Section 214 authorizations. DT indirectly wholly owns and controls T-Mobile USA, Inc., a Delaware corporation, and T-Mobile Puerto Rico LLC, a Delaware limited liability company, and has an indirect 53.6 percent equity interest in Iowa Wireless Services Holding Corporation, a Delaware corporation. T-Mobile USA, Inc. holds three international Section 214 authorizations, File Nos. ITC-214-20061004-00452 (global resale service), ITC-214-19960930-00473 (global resale service), and ITC-214-20120301-00067 (global resale service). T-Mobile Puerto Rico LLC holds one international Section 214 authorization, File No. ITC-214-20070626-00246 (global resale service). Iowa Wireless Services Holding Corporation holds one international Section 214 authorization, File No. ITC- 214-20020513-00251 (global resale service). In addition, DT (through its T-Systems North America, Inc. subsidiary) controls two other international Section 214 authorizations: ITC-214- 20020927-00514 (global facilities-based and resale services) and ITC-214-20040920-00370 (global facilities-based and resale services).2 Answer to Question 11 - Section 63.18(h): The following entities hold a ten percent or greater ownership interest in DT: Name: Kreditanstalt fur Wiederaufbau (“KfW”) Address: Palmengartenstrasse 5-9 Frankfort, Germany 60325 Citizenship: Germany Principal Business: Commercial banking Percentage Held: KfW, a bank controlled by the German government and federal states, holds approximately 17 percent of the ownership interests of DT. Name: Federal Republic of Germany (“FRG”) Address: c/o Federal Ministry of Finance Wilhelmstr 97 Berlin, Germany 10117 Citizenship: Germany Principal Business: Government entity Percentage Held: FRG directly holds approximately 15 percent of the ownership interests of DT. FRG also directly holds approximately 80 percent of the ownership interests in KfW which, as described above, holds approximately 17.02 percent of the ownership interests in DT. Thus, FRG is deemed to hold approximately 32 percent of DT. 2 The Section 214 authorizations held by T-Systems North America, Inc. are not involved in the instant transaction. 2

International Section 214 Transfer of Control Notification Attachment 1 No other person or entity has a direct or indirect, voting or equity ten percent or greater ownership interest in DT. Answer to Question 12 - Section 63.18(h): DT has the following interlocking directorates: (1) René Obermann is the Chairman, Board of Management of Deutsche Telekom AG and the Chairman, Supervisory Board of T- Systems International GmbH; (2) Raphael Kubler is a Member, Supervisory Board of Deutsche Telekom Kundenservice GmbH and a Member, Supervisory Board of T-Systems International GmbH. Answer to Question 13 - Narrative of Transaction and Public Interest Statement: Please see Attachment 3. 3


Document Created: 2012-10-18 17:25:16
Document Modified: 2012-10-18 17:25:16
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