Attachment Attachment 1

This document pretains to ITC-T/C-20150107-00003 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2015010700003_1072464

ATTACHMENT 1 Notification of the Pro Forma Transfer of Control of Syniverse Technologies, LLC Pursuant to Section 64.24(f) of the Commission’s rules, 1 the Commission is hereby notified of the internal reorganization and pro forma transfer of control of Syniverse Technologies, LLC (“Syniverse”), which holds an international Section 214 authorization. 2 Because the transfer of control did not result in a change in the ultimate control of Syniverse and its international Section 214 authorization, the transfer is properly classified as pro forma. Answer to Question 10 All communications in connection with this notification should be directed to the following: Jennifer L. Kostyu Laura Binion L. Charles Keller Syniverse Technologies, LLC Wilkinson Barker Knauer, LLP 8125 Highwoods Palm Way 2300 N Street, N.W. Tampa, FL 33547 Suite 700 Phone: 813.637.5000 Washington, D.C. 20037 Fax: 813.637.5731 Phone: 202.783.4141 laura.binion@syniverse.com Fax: 202.783.5851 jkostyu@wbklaw.com ckeller@wbklaw.com Syniverse holds an international Section 214 authorization to provide global international facilities-based and resold services between the United States and international points pursuant to Sections 63.18(e)(1) and 63.18(e)(2) of the Commission’s rules (File No. ITC-214-20050420- 00154). Answer to Question 11 Pursuant to Section 63.18(h) of the Commission’s rules, the following entities directly or indirectly hold a ten percent or greater equity interest in Syniverse. Syniverse Technologies, LLC is a Delaware limited liability company whose principal business is the provision of technology and communications services. Syniverse Technologies, LLC is a wholly owned subsidiary of Syniverse Holdings, Inc., a Delaware corporation that operates as an intermediate holding entity. 1 47 C.F.R. § 64.24(f). 2 Syniverse currently provides no telecommunications services on a common carrier basis, and has no customers that are being served pursuant to its international Section 214 authorization.

Syniverse Holdings, Inc. is a wholly owned subsidiary of Buccaneer Holdings, LLC (“Buccaneer LLC”), a Delaware corporation that operates as an intermediate holding entity. Buccaneer is a wholly owned subsidiary of Syniverse Corporation, a Delaware corporation that operates as an intermediate holding company. Syniverse Corporation is owned and controlled by Carlyle Partners V, L.P., a Delaware limited partnership and an intermediate holding entity that holds approximately 85 percent of the equity interests in Syniverse Corporation. In addition, Carlyle Syniverse Partners, L.P., a Delaware limited partnership and intermediate holding entity, holds approximately 10 percent of the equity interests in Syniverse Corporation Carlyle Partners V, L.P. and Carlyle Syniverse Partners, L.P. are controlled by TC Group V, L.P., a Delaware limited partnership and intermediate holding entity. TC Group V, L.P. is controlled by its general partner, TC Group V, LLC. TC Group V, LLC is a Delaware limited liability company that operates as an intermediate holding entity. TC Group V, LLC is controlled by its sole member, TC Group Cayman Investment Holdings Sub L.P. TC Group Cayman Investment Holdings Sub L.P. is a limited partnership organized under the laws of the Cayman Islands, a British Overseas Territory, that operates as an intermediate holding entity. TC Group Cayman Investment Holdings Sub L.P. is controlled by its general partner, TC Group Cayman Investment Holdings L.P. TC Group Cayman Investment Holdings L.P. is a limited partnership organized under the laws of the Cayman Islands, a British Overseas Territory, that operates as an intermediate holding entity. TC Group Cayman Investment Holdings L.P. is controlled by its general partner, Carlyle Holdings II L.P. Carlyle Holdings II L.P. is a Delaware limited partnership that operates as an intermediate holding entity. Carlyle Holdings II L.P. is controlled by its general partner, Carlyle Holdings II GP L.L.C. Carlyle Holdings II GP L.L.C. is a Delaware limited liability company that operates as an intermediate holding entity. Carlyle Holdings II GP L.L.C. is controlled by its sole member, The Carlyle Group L.P. The Carlyle Group L.P. is a Delaware limited partnership that operates as a publicly traded holding entity. The Carlyle Group L.P. is controlled by its general partner, Carlyle Group Management L.L.C. Carlyle Group Management L.L.C. is a Delaware limited liability company that operates as the controlling general partner of The Carlyle Group L.P. Carlyle Group Management L.L.C. is controlled by the following individuals, all of whom are U.S. citizens:

(a) William E. Conway, Jr. is Co-Chief Executive Officer and Co-founder of The Carlyle Group, a private equity firm. (b) David M. Rubenstein is Co-Chief Executive Officer and Co-founder of The Carlyle Group. (c) Daniel A. D’Aniello is Chairman and Co-founder of The Carlyle Group. The address for the Syniverse and Buccaneer entities listed above is 8125 Highwoods Palm Way, Tampa, FL 33647. The address for the Carlyle entities identified above is in care of The Carlyle Group at 1001 Pennsylvania Ave., N.W., Suite 220S, Washington, D.C. 20004. No other entity or individual directly or indirectly holds a 10 percent or greater ownership interest in Syniverse. Answer to Question 13 An internal corporate reorganization took place on March 26, 2014. 3 As part of the reorganization, a new intermediate holding company – Syniverse Corporation – was inserted in the ownership chain above Buccaneer Holdings, Inc. (“Buccaneer Inc.”). Syniverse Corporation in turn formed Buccaneer Holdings, LLC (“Buccaneer LLC”). Buccaneer Inc. merged with and into Buccaneer LLC with Buccaneer LLC surviving as the direct and wholly-owned subsidiary of Syniverse Corporation. As a result, Syniverse Corporation is now owned and controlled by the Carlyle affiliates identified above, and Buccaneer LLC is now a wholly-owned direct subsidiary of Syniverse Corporation. The Carlyle affiliates remain in control of Syniverse, thus the reorganization did not affect the ultimate control of Syniverse and was pro forma in nature. 3 Due to an inadvertent administrative oversight, the instant notification is being submitted after the 30 day period set forth in Section 63.24(f) of the Commission’s rules. Given the non-substantive nature of the reorganization, however, the untimely filing of this notification will have no negative impact on other service providers or the market generally.


Document Created: 2015-01-06 11:59:08
Document Modified: 2015-01-06 11:59:08
© 2024 FCC.report
This site is not affiliated with or endorsed by the FCC