Attachment Exhibit 1

This document pretains to ITC-T/C-20131119-00318 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2013111900318_1027973

                                      ATTACHMENT 1
                    Answers to Questions 10, 11, 13, 14, 15, 16, 17, 18 and 20

        The current Shareholders of Niagara Telephone Company (“Transferors”) and Northeast

Communications of Wisconsin, Inc., d/b/a Nsight Teleservices (“Nsight” or “Transferee”)

hereby request Commission authorization for the transfer of control of Niagara Telephone

(“Niagara”) and the International Section 214 authorization for global resale of switched services

held by Niagara’s wholly-owned subsidiary Borderland Communications, LLC (“Borderland”)

(File No. ITC-214-19980715-00486, granted September 3, 1998).


Answer to Question 10--Transferor Contact Information
The name, title, address, and telephone number of the officer or contact person for Transferor to
whom correspondence concerning the application is to be addressed is:

Al Mahnke, CEO
P.O. Box 3
1133 Main Street
Niagara, WI 54151
Telephone: 715-251-3116
Facsimile: 715-251-1119

With a copy to Counsel:
Daniel T. Hardy
Judd A. Genda
Axely Brynelson
2 E Mifflin St #200
Madison WI 53703
Telephone: 608-257-5661
Facsimile: 608-257-5444

Transferee Contact Information
The name, title, post office address, and telephone number of the officer or contact person for
Transferee to whom correspondence concerning the application is to be addressed is:

Mark M. Naze, CFO & Treasurer
Northeast Communications of Wisconsin, Inc., d/b/a Nsight Telservices
450 Security Boulevard
Green Bay, Wisconsin 54313
Telephone: 920-617-7000
Facsimile: 920-617-7329



Transfer of Control of Borderland Communications, LLC File No. ITC-214-19980715-00486


With a copy to Counsel:
Timothy E. Welch
Hill & Welch
1025 Connecticut Ave., NW #1000
Washington, DC 20036
Telephone: 202-857-1470
Facsimile: 301-622-2864
welchlaw@earthlink.net

Prior Section 214 Authority

        Borderland holds the subject International Section 214 authorization for global resale of

switched services (File No. ITC-214-19980715-00486, granted September 3, 1998).

        Nsight controls an International Section 214 authorization for global resale of switched

services granted to its wholly-owned subsidiary NET LEC, LLC (File No. ITC-214-19970207-

00070, granted March 21, 1997).

        Under Transfer of Control File No. ITC-T/C-20071024-00436 Nsight obtained authority

to control the International Section 214 authorization for global resale of switched services

initially granted to Baynet, Inc. (File No. ITC-214-19970403-00193, granted May 23, 1997).

Answer to Question 11
The names, addresses, citizenship and principal businesses of the entities that own at least ten
(10) percent of the equity of Transferee both prior to and subsequent to the proposed transaction
are:

Name & Address             Equity %        Voting% Citizenship           Principal Business
Patrick D. Riordan          14.98%         16.00%    U.S.A.              Telecommunications
450 Security Blvd.
Green Bay, WI 54313

Robert H. Riordan           11.32%         12.10%           U.S.A.       Telecommunications
450 Security Blvd.
Green Bay, WI 54313

Tailwind Capital Partners 13.64%           14.57%           U.S.A            Private Equity
485 Lexington Ave.
New York, NY 10017

    Family relationships: Patrick D. Riordan and Robert H. Riordan are siblings. The listed

shareholders are shown with the total ownership and voting interests attributable to themselves
Transfer of Control of Borderland Communications, LLC File No. ITC-214-19980715-00486


and to their immediate families (spouses and/or children). With the exception of Patrick D.

Riordan, no single member of any of the families owns or votes a 10% or greater interest; Robert

H. Riordan owns less than 10% as an individual. The indicated voting interests are slightly

higher than the indicated equity interests because there is a small amount of non-voting stock

which dilutes the equity % relative to the voting %. No other individual or entity directly or

indirectly will own ten percent (10%) or more of the equity of Nsight prior to or subsequent to

the proposed transaction.

Answer to Question 13
        The proposed transaction will be accomplished by a two-step merger process. Merger

step one is the merger of a newly-formed Wisconsin corporation (Niagara Reverse Sub 1, Inc.)

owned 100 percent by Nsight with and into Niagara, with Niagara continuing as the surviving

corporation.    The pre-merger step one shares and rights of Niagara will be canceled and

extinguished, subject to various provisions for the payment of the merger consideration

consisting of cash and Nsight stock to Niagara’s shareholders. Merger step two is the merger of

the merger step one surviving corporation (Niagara) with and into Niagara Forward Sub 2, Inc., a

second newly-formed Wisconsin corporation owned 100 percent by Nsight, whereby Niagara

Forward Sub 2, Inc. will continue as the surviving company. The pre-merger step two shares
and rights of the merger step one surviving corporation (Niagara) will be cancelled and

extinguished. At the completion of the two-step merger all of the issued and outstanding

common stock of Niagara Forward Sub 2, Inc., which owns all of the assets of Niagara, will be

owned by Nsight. Control of Niagara Forward Sub 2, Inc. post-merger will give Nsight control

over the blanket domestic Section 214 authorizations of Niagara and its wholly-owned subsidiary

Borderland. Niagara Forward Sub 2, Inc. will change its name to Niagara Telephone Company.

Answer to Questions 14, 15, 16, 17 and 18

        Neither Niagara nor Borderland nor Nsight: (a) is a foreign carrier; (b) controls, is

controlled by, or is under common control with a foreign carrier; (c) is affiliated with a foreign

Transfer of Control of Borderland Communications, LLC File No. ITC-214-19980715-00486


carrier; nor (d) will be affiliated with a foreign carrier upon consummation of the proposed

transfer of control.

Answer to Question 20

        The Applicants qualify for streamlined processing pursuant to Section 63.12 of the

Commission's Rules because: (a) neither Niagara nor Borderland nor Nsight is affiliated with any

foreign carrier in any destination market; (b) neither Niagara nor Borderland nor Nsight is

affiliated with any dominant U.S. carrier whose international switched or private line services

Borderland seeks authority to resell; (c) neither Niagara nor Borderland nor Nsight seeks

authority to provide switched basic services over private lines to any country and not to any

country for which the Commission has not previously authorized the provision of switched

services over private lines; and (d) neither Niagara nor Borderland nor Nsight has any reason to

believe that the Commission will inform it in writing that this application is not eligible for

streamlined processing.




Transfer of Control of Borderland Communications, LLC File No. ITC-214-19980715-00486



Document Created: 2013-11-19 12:19:51
Document Modified: 2013-11-19 12:19:51

© 2025 FCC.report
This site is not affiliated with or endorsed by the FCC