Attachment ToC Application

This document pretains to ITC-T/C-20141121-00307 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2014112100307_1069782

                                                                                                 FCC Form 214TC
                                                                                                    Attachment 1



         By this application, Columbus Networks Telecommunications Services USA, Inc.
("CNTS") and Columbus Networks Puerto Rico, Inc. ("CNPR") (collectively the "Licensees")
hereby request Commission consent to the transfer of control of Section 214 authority from
Columbus Networks, Limited ("CNL" or "Transferor"), an indirect wholly-owned subsidiary of
Columbus International Inc. ("CII"), 1 to Cable & Wireless Communications Pic ("C&W or
"Transferee," and together with the Licensees and Transferor, the "Applicants").2


         Parties to the Proposed Transaction


         CNTS provides global, facilities-based and resale services to customers in accordance with
its Section 214 authorization issued by the Commission under FCC File No. ITC-214-20070220-
00077.3 CNPR provides global, facilities-based and resale services to customers in accordance with
its Section 214 authorization issued by the Commission under FCC File No. ITC-214-20091127-
00497.


         CNTS is a direct wholly-owned subsidiary of A.SurNet, Inc. ("ASN"), which is in tum a
direct wholly-owned subsidiary of ARCOS-1 USA, Inc. ("ARCOS"). ARCOS is a direct wholly-


I en is a privately-owned telecommunications company based in Barbados providing services primarily in the
Caribbean, Central America and Andean regions. In the Caribbean region, these services include television, data
services and voice telephony. CIT also offers connectivity and IT solutions, managed networking and cloud-based
services to businesses. Through CNL, also based in Barbados, CII provides international capacity and IP transit
services, corporate data solutions and data center hosting throughout 42 countries in the Caribbean and Latin America.
2
  C&W provides a range of telecommunications services primarily to customers in the Caribbean and Latin America.
These services include mobile and fixed-line voice telephony, data services and TV to consumers, and connectivity and
managed services to businesses and governments. C& W has operations in Panama and fourteen Caribbean countries,
including Jamaica, The Bahamas, Barbados and the Cayman Islands. Its headquarters are in London, where it is listed
on the London Stock Exchange. It has an operating hub in Miami.
3
  See also Public Notice, DA No. 08-435, February 21, 2008, indicating that by letter filed June 15, 2007, the original
applicant for this license, A.SurNet Services, Inc. changed its name to Columbus Networks Services, Inc., and the letter
dated September 8, 2009 of Linda M. Wel1stein, Esq. to Mr. Jim Ball, Chief of Policy Division, International Bureau,
received September 11,2009, indicating that Columbus Networks Services, Inc. changed its name to Columbus
Networks Telecommunications Services USA, Inc.


owned subsidiary of the Transferor. CNPR is a direct wholly-owned subsidiary of the Transferor.
Under the proposed transaction, which is described more fully in response to Question 13 below,
Transferee will acquire CII, and thus CNTS and CNPR will become indirect wholly-owned
subsidiaries ofthe Transferee, C&W.4


         Consummation of the Transaction described herein will serve the public interest. It will lead
to the emergence of a more capable and better-resourced supplier of telecommunications services in
the Caribbean region. The combined entity will be able to operate in a more efficient and
economical manner and will have greater access to the capital needed to maintain and grow its
infrastructure, operations and services for the benefit of its customers. The change in control will
not have any adverse impact on existing customers. Backed by their new parent company, C&W,
the Licensees will continue to benefit from the managerial and technical qualifications and staff
necessary to operate and provide services under existing arrangements. The addition of CII' s senior
management team will also reinforce C&W' s knowledge and expertise of the region and the
relevant markets, while the wider C&W team has extensive operating and management expertise in
the communications industry. Moreover, the Transaction will not result in any change in service
provider for the Licensees' services and will otherwise be transparent to customers receiving
services in the United States. Immediately following consummation of the Transaction, Licensees
will continue to provide high-quality services to their respective customers without interruption and
without any increase in rates or other charges in terms or conditions.


         CNTS is organized under the laws of the State of Delaware. CNPR is organized under the
laws of Puerto Rico. CNL is organized under the laws of Barbados (as is CII). C&W is organized
under the laws ofEngland & Wales.




4
  Simultaneously with this Application, Applicants are filing an application to transfer control of two submarine cable
landing licenses held by other subsidiaries of CNL. FCC File No. SCL-LIC-19981222-00032 is held jointly by
ARCOS and ASN. FCC File No. SCL-LIC-20070516-00008 is held by Columbus Networks USA, Inc., a direct
wholly-owned subsidiary of ARCOS.


                                                           2


Answer to Question 10- Sections 63.18(c) and (d)


Please direct all correspondence concerning this application to:


       For Licensees and Transferor,                  c/o Paul W. Scott
                                                      president and coo
                                                      Columbus Networks Telecommunications
                                                      Services, Inc.
                                                      15950 West Dixie Highway
                                                      North Miami Beach, FL 33162
                                                      Phone: (786) 274-7400
                                                      Fax: (786) 274-7402
                                                      pscott@columbus.co

       With a copy to:                                Andrew D. Lipman
                                                      Ulises R. Pin
                                                      Bingham McCutchen LLP
                                                      2020 K St., N.W., 11th Floor
                                                      Washington, D.C. 20006
                                                      Phone: (202) 373-6664
                                                      Fax: (202) 373-6001
                                                      U .Pin@bingham.com

       For Transferee,                                Belinda Bradberry
                                                      General Counsel
                                                      Cable & Wireless Communications Plc
                                                      c/o Cable & Wireless Communications, Inc.
                                                      Columbus Center
                                                      1 Alhambra Plaza, Suite 1000
                                                      Coral Gables, FL 33134
                                                      Phone: (786) 606-5416
                                                      Fax: n/a

       With a copy to:                                Patrick S. Campbell
                                                      Paul, Weiss, Rifkind, Wharton & Garrison LLP
                                                      2001 K Street, N.W., Suite 500
                                                      Washington, D.C. 20006
                                                      Phone: (202) 223-7300
                                                      Fax: (202) 223-7420
                                                      pcampbell@paulweiss.com




                                                  3


         The Transferee has not previously received Section 214 authority from the Commission. Its
indirect wholly-owned subsidiary, Cable & Wireless Communications, Inc. ("CWCI") currently
holds Section 214 authority under File No. ITC-214-20100512-00191. 5 Pursuant to this
authorization, CWCI is authorized to provide facilities-based service and resale services to all
international points except Monaco.6


         The Transferor has not previously received Section 214 authority from the Commission.
The Licensees are the only affiliates ofTransferor with Section 214 authority.



Answer to Question 11 -Section 63.18(h) -Ten Percent or Greater Shareholders


         Upon consummation of the Transaction, the ownership structure of each of the Licensees
will be as follows: 7


         If the two-step transaction described in the answer to Question 13 is implemented,
Columbus NewCo, which has not yet been formed, will hold a (direct or indirect) 100% voting and
equity interest in each of ARCOS (which, as noted above, indirectly wholly owns CNTS) and
CNPR at the first closing. The following entity will hold a 100% voting and equity interest in
Columbus NewCo at the second closing, or will hold a 100% voting and equity interest in each of
ARCOS and CNPR if the transaction is completed in a single closing:
5
 See also Public Notice, DA No. 19-1496, August 12, 20 I 0; Letter to International Bureau Chief from Rose Landa,
Esq., dated October 23, 2014, notifying the Commission of the change of name of the original licensee of File No. ITC-
214·20100512-00191 , Cable & Wireless Holdings, Inc., to Cable & Wireless Communications, Inc.
6
  CWCI agreed to provide service to Seychelles and Vanuatu only through resale of switched services of unaffiliated
U.S. carriers. (At the time of its application for Section 214 authority, CWCI's predecessor was affiliated with a
foreign carrier in Vanuatu. That carrier is no longer affiliated with CWCI.) CWCI also agreed to be classified as a
dominant carrier on a number of routes between the U.S. and the following countries or territories, based on its foreign
carrier affiliates at the time (some of which are no longer part of the C&W group): Anguilla, Antigua and Barbuda,
Ascension Island, Barbados, Bermuda, British Virgin Islands, Cayman Islands, Diego Garcia, Dominica, Falkland
Islands, Fiji, Grenada, Guernsey, Jamaica, Macau, Maldives, Montserrat, Panama, St. Helena, St. Kitts and Nevis, St.
Lucia, St. Vincent and the Grenadines, Seychelles, Soloman Islands, Trinidad and Tobago, Turks and Caicos, and
Vanuatu.
7
 The following assumes C&W purchases CII directly. C&W may decide to use one or more wholly-owned
subsidiaries ofC&W to hold its interests in CU. It is possible that, post-transaction, another C&W group entity (in
addition to CNL) will hold some ofthe shares in Columbus Newco. However, the ultimate interest ofC&W in the
Licensees will not change.




                                                            4


            Columbus Networks, Limited
            Suite 205-207 Dowell House
            Cr. Roebuck & Palmetto Streets
            Bridgetown, Barbados
            Jurisdiction: Barbados
            Principle Business: International telecommunications services
            Interest: Direct holding of 100%

            The following entity will hold a 100% voting and equity interest in CNL:

            Columbus TTNW Holdings Inc.
            Suites 205-207 Dowell House
            Cr. Roebuck & Palmetto Streets
            Bridgetown, Barbados
            Jurisdiction: Barbados
            Principle Business: International telecommunications services
            Interest: Direct holding of 100%

           The following entity will hold a 100% voting and equity interest in Columbus TTNW
Holdings Inc.:
            Columbus International Inc.
            Suites 205-207 Dowell House
            Cr. Roebuck & Palmetto Streets
            Bridgetown, Barbados
            Jurisdiction: Barbados
            Principle Business: International telecommunications services
            Interest: Direct holding of 100%

            The following entity will hold a 100% voting and equity interest in CII: 8

            Cable & Wireless Communications Plc
            3rd Floor
            26 Red Lion Square
            London, United Kingdom
            WC1R4HQ
            Jurisdiction: United Kingdom
            Principle Business: International telecommunications services
            Interest: Direct holding of 100%

           Currently, the following shareholder holds more than 10% of the voting and equity
securities ofC&W:
            Orbis Investment Management Limited
8
    Ibid


                                                      5


          Orbis House
          25 Front Street
          Hamilton, Bermuda
          HMll
          Jurisdiction: Bermuda
          Principal Business: Investment
          Interest: Direct holding of 14.19%9

         Following consummation of the Transaction, Orbis Investment Management Limited is
expected to hold less than a 10% interest in C&W, and the following entities are expected to have a
shareholding of greater than 10% of the voting and equity securities of C&W:


          CVBI Holdings (Barbados), Inc. and Clearwater Holdings (Barbados) Limited
          (Ultimately controlled by Mr. John Risley, a Canadian citizen)
          Suite 205-207
          Dowell House
          Cr. Roebuck & Palmetto Streets
          Bridgetown, Barbados
          Jurisdiction: Barbados
          Principal Business: Investment
          Interest: Direct holding of 19.5%

          Columbus LLC
          (Ultimately controlled by Mr. John Malone, a U.S. citizen)
          12300 Liberty Boulevard
          Englewood, CO 80 112
          United States
          Jurisdiction: Colorado
          Principal Business: Investment
          Interest: Direct holding of 13.3%


          There are no other shareholders ofC&W who directly or indirectly own, or will directly or
indirectly own following consummation, I 0% or more of C& W and thus will own 10% or more of
Licensee's equity or voting rights post-consummation.


          For the Commission's convenience, pre- and post-closing organization illustrative charts
are provided as Exhibit A.


9
  C& W believes that no person or entity holds an attributable I0% interest in C& W through this investment vehicle,
but in any case, as noted below, the interest of Orbis Investment Management Limited is expected to drop below I0%
post-consummation.


                                                          6


Answer to Question 12 -Section 63.18(h) - Interlocking Directorates

         The Transferee, C&W, has the following interlocking directorates with foreign carriers: 10

Phillip Bentley: Chief Executive and Director of C&W, and Director of The Bahamas
Telecommunications Company Limited

Nicholas Cooper: Secretary and Director of C& W, and Director of The Bahamas
Telecommunications Company Limited


Answer to Question 13 -Description of Transaction

         Pursuant to an agreement between C&W and the shareholders of CII, entered into
November 6, 2014, C&W will acquire 100% of the stock ofCIL Thus, C&W will acquire de jure
and de facto control of CII, including the corporate parent of the Licensees, CNL. The Transaction
is governed by Barbados law.
        It is contemplated that the Transaction may take place in a two-step process:
        (1) In the first step, the shares held by the Transferor in each ofthe Licensees, and thus the
U.S. business ofCil, would be transferred in a pro forma transaction to a newly-formed company
("Columbus NewCo") owned by the same ultimate majority owners and controlling parties of CII 11


10
   The foreign carrier affiliates of C& W disclosed herein have interlocking directorates among themselves. The
following individuals are directors of the entities indicated: Belinda Bradberry (Cable & Wireless St. Vincent and the
Grenadines Limited, Cable and Wireless (Anguilla) Limited, Cable and Wireless (West Indies) Limited); Christopher
Dehring (Cable & Wireless (Barbados) Limited, Cable & Wireless Jamaica Limited, Teleconununications Services of
Trinidad and Tobago Limited, The Bahamas Telecommunications Company Limited); Clare Underwood (Cable &
Wireless Antigua & Barbuda Limited, Cable and Wireless (BVI) Limited, Cable and Wireless (Cayman Islands)
Limited, Cable and Wireless (TCI) Limited, Cable and Wireless (West Indies) Limited); David Kelliam (Cable &
Wireless (Barbados) Limited, Cable & Wireless Jamaica Limited); Davidson Charles (Cable & Wireless Antigua &
Barbuda Limited, Cable & Wireless St. Kitts & Nevis Limited, Cable and Wireless (Anguilla) Limited, Cable and
Wireless (BVI) Limited, Cable and Wireless (TCI) Limited); Donald Austin (Cable & Wireless (Barbados) Limited,
Cable & Wireless Dominica Limited, Cable and Wireless Grenada Limited, CWC Cable & Wireless Communications
Dominican Republic SA); Garfield Sinclair (Cable & Wireless Jamaica Limited, Cable and Wireless (Cayman Islands)
Limited); Geraldine Pitt (Cable & Wireless (St. Lucia) Limited, Cable & Wireless Grenada Limited); Lawrence
McNaughton (Cable & Wireless Dominica Limited, Cable & Wireless St. Kitts & Nevis Limited, Cable & Wireless
Grenada Limited); Roderick Kirwan (Cable & Wireless Antigua & Barbuda Limited, Cable & Wireless St. Vincent and
the Grenadines Limited, Cable and Wireless (Anguilla) Limited, Cable and Wireless (BVI) Limited, Cable and Wireless
(Cayman Islands) Limited, Cable & Wireless (St. Lucia) Limited, Cable and Wireless (TCI) Limited, CWC Cable &
Wireless Communications Dominican Republic SA, Telecommunications Services of Trinidad and Tobago Limited).
11
   Columbus NewCo would be indirectly wholly owned by three of the current CII shareholders, including two jointly-
controlled shareholders that together currently own and control over 50% of CII and would own 66% of Columbus
NewCo. These shareholders would therefore retain de jure control of the Licensees. Moreover, CII's controlling
shareholders would continue to have de facto control of the Licensees. Thus, there would be no actual change of control


                                                           7


(thus making Columbus NewCo the actual Transferor for purposes of this Application), but without
resulting in any change to the ultimate control of the Licensees. 12 At a first closing, CII would be
transferred to C&W without Columbus NewCo, and thus without the Licensees. 13 Control of the
Licensees will be transferred to C&W only after grant of this Application. If and when this pro
forma reorganization is carried out, Applicants will notify the Commission of the pro forma
transfer, and also will file a minor amendment to this Application to identify the new entity
(Columbus NewCo) that would replace CNL as Transferor in the second step.
         (2) In the second step, following receipt of the Commission approval requested in this
Application, ownership and control of Columbus NewCo, and thus the Licensees, would be
transferred to C&W.
         Whether a two-step process or a single closing is employed, the final ownership structure
and ultimate control of the Licensees for which approval is sought will be the same. Thus,
Applicants seek approval for the overall Transaction under which transfer of control of the
Licensees will be ultimately transferred to C&W.

Answer to Question 14 - Section 63.18(i) - Certification Regarding Foreign Carrier Status
and Foreign Affiliation

         By its signature to this application, the Transferee, C&W, hereby certifies that it is not a

foreign carrier. 14 C&W further certifies that it is and will continue to be affiliated with the

following foreign carriers:



of the Licensees in the first step of the Transaction, and that step would be entirely pro forma under the Commission
Rules.
12
  This pro forma transaction would be effected by the Transferor transferring all of the. shares in ARCOS (which, as
noted above, indirectly holds all the shares in CNTS) and CNPR to Columbus NewCo.
13
   All U.S. -regulated communications assets would remain under the 100% ownership and control of Columbus
NewCo after the first closing. Two indirect subsidiaries of CII to be acquired by C& W at the first closing will enter into
an intercompany management and services agreement to provide day-to-day management services for the benefit of the
Licensees. Columbus NewCo and the Licensees will, however, retain ultimate authority and control over all regulated
aspects of the U.S. business, including having a robust staff in place to oversee and supervise the provision of
management services by the relevant C&W entities.
14
    An indirect wholly-owned subsidiary of the Transferee, Cable & Wireless Communications, Inc. ("CWCI")
currently holds Section 214 authority under File No. ITC-214-20 100512-00191. Most of the foreign carrier affiliations
disclosed below were reported to the Commission in the context of that application. (See also Letter to International
Bureau Chief from Rose Landa, Esq., dated October23, 2014, notifying the Commission of the change of name of the


                                                             8


                             Foreign Carrier                                              Country
 Cable and Wireless (Anguilla) Limited                                      Anguilla
 Cable & Wireless Antigua & Barbuda Limited                                 Antigua and Barbuda
 The Bahamas Telecommunications Company Limited                             The Bahamas
 Cable & Wireless (Barbados) Limited                                        Barbados
 Cable and Wireless (BVD Limited                                            British Virgin Islands
 Cable and Wireless (Cayman Islands) Limited                                Cayman Islands
 Cable & Wireless Dominica Limited                                          Dominica
 CWC Cable & Wireless Communications Dominican Republic SA                  Dominican Republic
 Cable & Wireless Grenada Limited                                           Grenada
 Cable & Wireless Jamaica Limited                                           Jamaica
 Cable and Wireless (West Indies) Limited                                   Montserrat
 Cable & Wireless Panama S.A.                                               Panama
 Cable & Wireless (St. Lucia) Limited                                       St. Lucia
 Cable & Wireless St. Kitts & Nevis Limited                                 St. Kitts and Nevis
 Cable & Wireless St. Vincent and the Grenadines Limited                    St. Vincent and the Grenadines
 Cable & Wireless (Seychelles) Limited                                      Seychelles
 Telecommunications Services of Trinidad and Tobago Limited                 Trinidad and Tobago
 Cable and Wireless (TCI) Limited                                           Turks and Caicos Islands

        Upon consummation of the proposed transaction, C&W will be affiliated with the following

additional foreign carriers, which are currently affiliated with CII:

                            Foreign Carrier                                               Country
 Kelcom International (Antigua & Barbuda) Ltd.                              Antigua & Barbuda
 Columbus Communications Limited                                            The Bahamas
 Columbus Telecommunications (Barbados) Limited                             Barbados
 Karib Cable Inc.                                                           Barbados
 ARCOS-I USA, Inc.                                                          Belize
 Columbus Networks Bonaire. N.Y.                                            Bonaire
 Columbus Networks de Colombia, Ltda.                                       Colombia
 Columbus Networks Zona Franca Ltda.                                        Colombia
 Lazus de Colombia S.A.S.                                                   Colombia
 Columbus Networks de Costa Rica S.R.L.                                     Costa Rica
 Promitel Costa Rica S.A.                                                   Costa Rica
 Columbus Communications Curacao N.Y.                                       Curacao
 Columbus Networks Curacao. N.Y.                                            Curacao
 Columbus Networks Netherlands Antilles, N.V.                               Curacao
 Columbus Networks Dominicana, S.A.                                         Dominican Republic
 Columbus Networks Centroamerica, S. de R.L.                                El Salvador
 Columbus Networks El Salvador S.A.                                         EI Salvador
 Columbus Communications (Grenada) Limited                                  Grenada
 Columbus Networks de Guatemala Limitada                                    Guatemala
 Columbus Networks de Honduras, S. de R.L.                                  Honduras

original licensee of File No. ITC-214-20100512-00191, Cable & Wireless Holdings, Inc., to Cable & Wireless
Communications, Inc.).



                                                         9


                        Foreien Carrier                                           Country
 Columbus Communications Jamaica Limited                             Jamaica
 Columbus Networks Jamaica Limited                                   Jamaica
 Columbus Networks de Mexico S. de R.L. de C.V.                      Mexico
 Columbus Networks Nicaragua y Compafiia Limitada                    Nicaragua
 Columbus Networks de Panama S.R.L.                                  Panama
 Promitel Panama S.A.                                                Panama
 Lazus Peru S.A.C.                                                   Peru
 Columbus Communications (St. Lucia) Limited                         St. Lucia
 Tele (St. Lucia) Inc.                                               St. Lucia
 Columbus Communications St. Vincent and the Grenadines Limited      St. Vincent & The Grenadines
 Columbus Networks International (Trinidad) Limited                  T rinidad & Tobago
 Columbus Communications Trinidad Limited                            Trinidad & Tobago
 Columbus Networks, Limited                                          Turks & Caicos
 Columbus Networks de Venezuela, S.A.                                Venezuela




Answer to Question 15 -Section 63.18(j) -Certification Regarding Destination Markets

       Upon consummation of this transaction, the Section 214 holder would be authorized to
provide international telecommunications services to all of the destination countries listed in
response to Question 14.



 Answer to Question 16 -Section 63.18(m) -Requests for Non-Dominant Status

       Pursuant to Section 63.10(a)(3), Transferee qualifies for a presumption of non-dominant
carrier status on all international routes except for those listed in response to Question 17 below,
because each of its foreign carrier affiliates (except those listed below) lacks 50% market share in
the tixed local access and international transport markets on the foreign end of the route.




                                                   10


 Answer to Question 17- Certification Rega rding Dominant Carrier Safeguards

         Transferee certifies that it will comply with the dominant carrier safeguards of Sections
 63.1 0(c) and (e) of the Commission's Rules in the provision of international services to the
 destination markets where its affiliated carrier (see response to Question 14) has dominant status: 15

         Destination Market                           Foreign Carriers with Market Power
         Anguilla                                     Cable and Wireless (Anguilla) Limited
         Antigua and Barbuda                          Cable & Wireless (Antigua and Barbuda) Ltd.*
         Bahamas                                      The Bahamas Telecommunications Company Limited*
         Barbados                                     Cable & Wireless (Barbados) Ltd.*
         British Virgin Islands                       Cable and Wireless (BVI) Limited*
         Cayman Islands                               Cable & Wireless (Cayman Islands) Ltd.
         Dominica                                     Cable & Wireless Dominica Limited*
         Grenada                                      Cable & Wireless Grenada Ltd. •
         Jamaica                                      Cable & Wireless Jamaica Ltd.
         Montserrat                                   Cable & Wireless (West Indies) Ltd.
         Panama                                       Cable & Wireless Panama S.A.
         St. Kitts and Nevis                          Cable & Wireless (St. Kitts and Nevis) Ltd.*
         St. Lucia                                    Cable & Wireless (St. Lucia) Limited
         St. Vincent/Grenadines                       Cable & Wireless (St. Vincent and the Grenadines) Ltd.
         Seychelles                                   Cable & Wireless (Seychelles) Ltd.
         Trinidad and Tobago                          Telecommunications Services ofTrinidad and Tobago Limited
         Turks and Caicos                             Cable and Wireless (TCI) Ltd.*
         * An asterisk indicates that the name of the foreign carrier providing service has changed since the Foreign
         Carrier List was last compiled, or that a successor to that carrier is now providing service.


 As noted above, a subsidiary of the Transferee already holds Section 214 authority under File No.
 ITC-214-201 00512-00191.




15
   This list includes all the carriers affiliated with C&W that appear on the FCC's "List of Foreign Carriers that are
Presumed to Possess Market Power in Foreign Telecommunications Markets", DA 07-233, January 26, 2007 ("Foreign
Carrier List"). C& W believes that a number of its affiliated carriers that appear on the Foreign Carrier List are no
longer dominant in the designated market as a result of the introduction of new fixed and mobile competition. However,
C&W does not believe that this Section 214 application is the appropriate vehicle for revisiting the dominant status of
any individual destination market. To the extent that the Commission would like to review dominant status of particular
carriers, C& W urges the Commission to undertake such review in a separate proceeding.



                                                           11


 Answer to Question 18 - Section 63.18(k) - Demonstration Regarding WTO Status and
 Market Power

         With the exception of The Bahamas 16 and the Seychelles, all of the foreign destination
 markets identified in Question 15 are members of the World Trade Organization ("WTO"). 17 The
 affiliated foreign carriers in these markets are presumed by the Commission to have market
 power. 18


 Answer to Ques tion 19 - Section 63.180) !deleted) and 43.61(c) [deleted)

         This question and certification are obsolete given deletion of related FCC provisions.



 Answer to Question 20 - Section 63.18(p) - Streamlined Processine

         Not applicable.




16
   Although The Bahamas is not a Member of the WTO, it has applied for membership status, currently has observer
status, and its application is pending. See http://www.wto.org/englishlthewto e/acc e/al bahamas e.htm.
17
  The FCC has treated the British territories as WTO Members. See, e.g., Letter from Robert E. Dalton, Assistant
Legal Adviser for Treaty Affairs, United States Department of State, to Rebecca Arbogast, Chief, Telecommunications
Division, International Bureau, Federal Communications Commission (Feb. 16, 2000), at 1, cited in In the Matter of
Cable & Wireless USA, Inc., Order, Authorization and Certificate, File No. ITC-214-19990709-00412, rei. Feb. 18,
2000, at, 7, n. l4. Thus, Anguilla, the British Virgin Islands, the Cayman Islands, Monserrat, and Turks and Caicos
should be treated as a WTO Member for purposes of this application.
18
  To avoid any competitive concerns, in File No. ITC-214-20100512-00191 , CWCI, an affiliate of Transferee, agreed
to provide service to the Seychelles through unaffiliated switched reseUers. See Supplement to Section 214 Application
Submitted by Cable & Wireless Holdings, Inc., File No. ITC-214-20100512-00191.


                                                          12


                                          Exhibit A


                    Organization of CD Pre-transaction



                  Columbue
              International Inc.
                                                D      Columbus U.S. licensees

                  (Barbados)
                                                D      Other Columbus group entities


                      I
     I
Cll g ro up




                                      Columbus TTNW
                                       Holdings Inc.
                                          (Barbados)



                                        Columbua
                                     Networks, Umlted
                                        (Barbados)




                                                                                    I

                                     ARCOS-1 USA, Inc.                   Columbus Networb
                                                                       Puerto Rico Inc. (Puerto
                                        (Delaware)
                                                                                  Rico)




                               I
                          Columbus
                     Networks USA, Inc.                       A. SUR NET, Inc.
                         (Delaware)                              (Delaware)




                                                            Columbus Networtta
                                                            TMcommunlcatlons
                                                             Services USA, Inc.
                                                                (Delaware)


                                Organization of C&W Post—Transaction




                             Eooouiped                        - C&W group
                           Communications Pic
                                 Cmm                          [IZ] coumbus U.5. icensees
                                                              [C] oter Gotumbus group entties



                                                       Columbus
            ecy                                    iInternational Inc.
                                                       (Garbados)



                                                   Columbus TTNW
                                                     Holdings inc.
                                                       (Garbados)


                                                       Columbus
                                                   Networks, Limited
                                                      (Barbados)



                                                  (Columbus NewCo )*




* If the transaction is conducted in two steps, as described in the response to Question 13, Columbus NewCo would
hold the U.S. licenses until acquired by CNL in step 2. See also note 7 of Attachment 1.

                                                        2


VL     CONCLUSION
       For the foregoing reasons, the Applicants respectfully submit that the public interest,

convenience, and necessity would be furthered by a grant ofthis Application.

                                             Respectfully submitted,

                                             Columbus Networks, Limited


                                             Brendan Paddick
                                             president and ceo
                                             Suite 205—207 Dowell House
                                             Cr. Roebuck & Palmetto Streets
                                             Bridgetown, Barbados
                                             Phone: (246) 426—0417
                                             Fax: (246) 228—5756


                                             ARCOS—1 USA, Inc.
                                             A.SurNet, Inc.
                                             Columbus Networks USA, Inc.


                                             Paul W. Scott
                                             president and coo
                                             15950 West Dixic Highway
                                             North Miami Beach, FL 33162
                                             Phone: (786) 274—7400
                                             Fax: (786) 274—7402




                                             Nick Cooper
                                             Company Sccretary and DirM
                                             3" Floor
                                             26 Red Lion Square
                                             London, United Kingdom
                                             wCR 44Q
                                             Phone: +44 (0) 207 315 4000
                                             Fax: +44(0) 207 315 5211
Date: November.2/, 2014


anssisnsa


VI.         CONCLUSION

            For the foregoing reasons, the Applicants respectfully submit that the public interest,

convenience, and necessity would be furthered by a grant of this Application.

                                                  Respectfully submitted,




                                                    re
                                                   · ·tdent and ceo
                                                  Suite 205-207 Dowell House
                                                  Cr. Roebuck & Palmetto Streets
                                                  Bridgetown, Barbados
                                                  Phone: (246) 426-0417
                                                  Fax: (246) 228-5756


                                                  ARCOS-I USA, Inc.
                                                  A.SurNet, Inc.
                                                  Columbus Networks USA, Inc.


                                                  PauiW. Scott
                                                  president and coo
                                                  15950 West Dixie Highway
                                                  North Miami Beach, FL 33162
                                                  Phone: (786) 274-7400
                                                  Fax: (786) 274-7402


                                                  Cable & Wireless Communications Pic


                                                  Nick Cooper
                                                  Company Secretary and Director
                                                  3rd Floor
                                                  26 Red Lion Square
                                                  London, United Kingdom
                                                  WCIR4HQ
                                                  Phone: +44 (0) 207 315 4000
                                                  Fax: +44(0) 207 315 5211

Date: November.tl, 2014



A/76545799. 1


VL       CONCLUSION
         For the foregoing reasons, the Applicants respectfully submit that the public interest,

convenience, and necessity would be furthered by a grant of this Application.

                                               Respectfully submitted,

                                               Columbus Networks, Limited


                                               Brendan Paddick
                                               president and ceo
                                               Suite 205—207 Dowell House
                                               Cr. Roebuck & Palmetto Streets
                                               Bridgetown, Barbados
                                               Phone: (246) 426—0417
                                               Fax: (246) 228—5756


                                               ARCOS—1 USA, Inc.
                                               A.SurNet, Inc.             37
                                               Columbus Nelww, Inc.
                                                       dPr
                                                 950 West Dixic Highway
                                               North Miami Beach, FL 33162
                                               Phone: (786) 274—7400
                                               Fax: (786) 274—7402


                                               Cable & Wireless Communications Plc


                                               Nick Cooper
                                               Company Secretary and Director
                                               3" Floor
                                               26 Red Lion Square
                                               London, United Kingdom
                                               WCIR4HQ
                                               Phone: +44 (0) 207 315 4000
                                               Fax: +44(0) 207 315 5211

Date: November 4/, 2014



anssisto01



Document Created: 2019-04-17 02:56:38
Document Modified: 2019-04-17 02:56:38

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