Attachment Attachment 1

This document pretains to ITC-T/C-20140116-00023 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2014011600023_1033098

ATTACHMENT 1 to Section 214 Application for Authority to Transfer Control of Authorization ITC-214-19970902-00523 Answer to Question 10, providing contact information pursuant to Section 63.18(c): Transferor: Oxford County Telephone & Telegraph Company 491 Lisbon Street Lewiston, ME 04240-7418 Phone: (207) 333- 6900 Fax: (207) 333- 3489 with a copy to: Sylvia Lesse Communications Advisory Counsel, LLC 5151 Wisconsin Avenue, NW Suite 311 Washington, DC 20016 Phone: (202) 333-5273 Fax: (202) 333-5274 Transferee: Oxford Networks Holdings, Inc. 375 Roland-Therrein Blvd. Suite 210 Longueuil, Québec, J4H 4A6, Canada Phone: (450) 651-5000 Fax: (450) 651-7585 with a copy to: Tara K. Giunta Matthew L. Gibson Paul Hastings LLP 875 15th Street, N.W. Washington, DC 20005 Phone: (202) 551-1700 Fax: (202) 551-1705

Answer to Question 10, providing information regarding previous Section 214 authorizations pursuant to Section 63.18(d): Other than the subject authorization, no party to this Application has applied for or holds any Section 214 authorization. Answer to Question 11, providing ownership information pursuant to Section 63.18(h): Transferor Oxford County Telephone & Telegraph Company (“Oxford T&T”): Oxford T&T is a widely held company. Of the more than 300 shareholders, only one shareholder owns and/or controls, directly or indirectly, 10% or more of Oxford T&T equity: Name and Address Percentage Citizenship Principal Ownership Business Richard Schotte 10.1% USA Investment 491 Lisbon Street Lewiston, ME 04240-7418 Transferee Oxford Network Holdings, Inc. (“Holdings”): The following table sets forth the entities that hold a 10% or greater equity interest in Holdings: Name and Address Percentage Place of Principal Ownership Incorporation Business Novacap Technologies III, L.P. 67% Québec Investment (“Novacap III”) 375 Roland-Therrien Blvd., Suite 210 Longueuil, Québec J4H 4A6, Canada BSCP-OX Holdings LLC 18% Delaware Investment 127 Pratt Street Providence, RI 02906 Novacap III, which holds approximately 67% of the equity of Holdings, is controlled by its managing partner, Novacap Partners Technologies III, L.P. (“Novacap Partners”). The general partner of Novacap Partners is Novacap Management Technologies III, Inc. (“Novacap Management”). Novacap Partners and Novacap Management have the same address as Novacap III. Novacap III has numerous limited partners, only one of which, La Caisse de dépôt et placement du Québec (“La Caisse”), is reportable under Section 63.18(h) of the Commission’s rules. La Caisse will hold an indirect passive interest of approximately 15% of the equity of Holdings. La Caisse was formed by an act of the National Assembly of Québec in 1965 and is an investment management organization that

invests and manages institutional funds, primarily from public and private pension and insurance funds in Québec. The address for La Caisse is Édifice Price, 65 Rue Sainte-Anne, 14e étage, Québec, Québec, G1R 3X5, Canada. BSCP-OX Holdings LLC holds approximately 18% of the equity of Holdings and is controlled by its sole managing member, Thadeus Mocarski. Mr. Mocarski is a US citizen. Answer to Question 13, providing information regarding the proposed means of transfer: This application proposes the transfer of control of the subject Section 214 authorizations held by Oxford T&T to Holdings through a reverse triangular merger, wherein a single-purpose acquisition subsidiary is formed by Holdings for the purpose of merging with Oxford T&T, which will be the survivor of the merger transaction. Specifically, Holdings has formed a Maine corporate subsidiary, Oxford Networks Merger Sub, Inc. (“Oxford Merger Sub”), which will merge with Oxford T&T in accordance with corporate law of the State of Maine. Oxford T&T will be the surviving corporation, and the existence of Oxford Merger Sub will, upon consummation and effectiveness of the proposed transaction, terminate, leaving Oxford T&T a wholly-owned subsidiary of Holdings. The parties contemplate the continuation of the provision of international long distance services to customers in a transparent fashion. Answer to Question 20, providing information regarding streamlined processing pursuant to Section 63.18(p): This application is entitled to streamlined processing because (1) no party hereto is affiliated with any foreign carrier; and (2) no party hereto is affiliated with a dominant US carrier whose international switched or private line services are to be resold.


Document Created: 0320-04-15 00:00:00
Document Modified: 0320-04-15 00:00:00
© 2025 FCC.report
This site is not affiliated with or endorsed by the FCC