Attachment Attachment 1

This document pretains to ITC-T/C-20150819-00209 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2015081900209_1100509

ATTACHMENT 1 Answer to Question 10: Douglas Denney Vice President, Costs & Policy Integra Telecom Holdings, Inc. 18110 SE 34th St. Building One, Suite 100 Vancouver, WA 98683 Telephone: (360) 558-4318 E-mail: dkdenney@integratelecom.com Laura Mayhook Counsel for opticAccess Mayhook Law, PLLC 34808 NE 14th Avenue La Center, WA 98629 Telephone: (360) 263-4340 laura@mayhooklaw.com With a copy to: Karen Clauson General Counsel Integra Telecom Holdings, Inc. 6160 Golden Hills Dr. Golden Valley, MN 55416 Telephone: (763) 745-8461 E-mail: klclauson@integratelecom.com Brady Adams Chief Executive Officer opticAccess, LLC 533 Airport Blvd, Suite 400 Burlingame, CA 94010 Telephone (650) 401 2230 E-mail: brady.adams@opticaccess.com

Answer to Question 11: Transferee (Integra) The following entities hold a 10% or greater direct ownership interest in Integra. Upon consummation of the transaction, opticAccess will become a wholly-owned subsidiary of Integra Telecom Holdings, Inc., which in turn is the wholly-owned subsidiary of Integra Telecom, Inc., which is the wholly-owned subsidiary of Integra Telecom Parent, Inc. Thus, Integra Telecom Parent, Inc. will be the new ultimate parent corporation and indirectly own 100% of the equity interest in opticAccess. Integra Telecom Parent, Inc. is a Delaware corporation with its principal offices located at 18110 SE 34th St., Building One, Suite 100, Vancouver, WA 98683. Integra Telecom Holdings, Inc. is an Oregon corporation, also located at 18110 SE 34th St., Building One, Suite 100, Vancouver, WA 98683 and functions as a holding company. Integra and its subsidiaries primarily provide local and/or long distance telecommunications services in the states of Arizona, California, Colorado, Idaho, Minnesota, Montana, Nevada, North Dakota, Oregon, Utah and Washington. None of Integra Telecom Parent, Inc.’s officers or directors sits on the boards of any foreign telecommunications carriers. The following entities own a ten percent (10%) or greater direct or indirect interest in Integra Telecom Parent, Inc. Other than as identified below, no other person or entity has either direct or indirect ownership of Integra of ten percent (10%) or greater. (1) Searchlight Name: Searchlight Capital Partners GP, LP (“Searchlight”) Address: 27th Floor 745 Fifth Ave New York, NY 10151 Citizenship: US – Delaware LP Principal business: Investments Percent of ownership: 36.3% Searchlight, a Delaware limited partnership, is the General Partner to the Searchlight

Funds, which include the following funds: Searchlight Capital (FC) AIV, LP (“SCAIV”) a Delaware limited partnership; Searchlight Capital, LP (“SC”) a Delaware limited partnership; Searchlight Capital PV, LP (“SCPV”), a Delaware limited partnership; and Searchlight/SIP Holdco SPV III (BLZ), LP (“S/SIP SPV III”), a Delaware limited partnership (collectively, “Searchlight Funds”). The individual Searchlight Funds hold the following percentage equity interests in Integra Telecom Parent, Inc.: SCAIV, 7.4%; SC, 9.8%; SCPV, 17.3%; and S/SIP SPV III, 1.9%. In the aggregate, the Searchlight Funds hold 36.3% of the common stock of Integra Telecom Parent, Inc. The address for each of the Searchlight Funds is c/o Searchlight Capital Partners GP, LP, 745 Fifth Ave, 27th Floor, New York, NY 10151. No equity holder in any of the Searchlight Funds has or will have a ten percent (10%) or greater ownership interest in Integra on a look-through basis. Searchlight, through affiliated entities, indirectly owns forty percent (40%) of Liberty Cablevision of Puerto Rico, LLC (“LCPR”). LCPR is a broadband communications provider operating in Puerto Rico. LCPR and Integra do not compete. None of the Searchlight Funds has interlocking directorates with a foreign carrier. (2) Tennenbaum Name: Tennenbaum Capital Partners, LLC (“Tennenbaum”) Address: 2951 28th Street, Suite 100 Santa Monica, CA 90405 Citizenship: US – Delaware LLC Principal business: Investments Percent of ownership: 21.8% Tennenbaum is the Investment Manager to the Tennenbaum Funds, which include the following funds: Special Value Continuation Partners, LP (“SVCP”) a Delaware limited partnership with principal business as a business development company; Special Value Expansion Fund, LLC (“SVEF”) a Delaware limited liability company with principal business as

a registered investment company; Special Value Opportunities Fund, LLC (“SVOF”) a Delaware limited liability company with principal business as a registered investment company; and Tennenbaum Opportunities Partners V, LP (“TOPV”) a Delaware limited partnership with principal business as a registered investment company. The individual Tennenbaum Funds will hold the following percentage equity interests in Integra Telecom Parent, Inc.: SVCP, 1.3%; SVEF, 4.8%; SVOF, 5.7%; and TOPV, 10.1%. In the aggregate, the Tennenbaum Funds will hold 21.8% of the common stock of Integra Telecom Parent, Inc. Tennenbaum Opportunities Fund V, LLC (“TOF V”), a Delaware limited liability company, owns 100% of the limited partnership interests in TOPV which owns 10.1% of Integra. No single owner of TOF V is large enough to have more than ten percent (10%) or greater ownership in Integra. The address for each of the Tennenbaum Funds is 2951 28th Street, Suite 1000, Santa Monica, CA, 90405. No other equity holders in any of the Tennenbaum Funds will have in aggregate a ten percent (10%) or greater ownership interest in Integra. Tennenbaum does not have a ten percent (10%) or greater stake in any other telecom entity. None of the Tennenbaum Funds has interlocking directorates with a foreign carrier. (3) Farallon Name: Farallon Capital Management, LLC (“Farallon”) Address: One Maritime Plaza, Suite 2100 San Francisco, CA 94111 Citizenship: US – Delaware LLC Principal business: Investments Percent of ownership: 17.7% Farallon is the investment manager to the Farallon Funds, which include the following

funds: Farallon Capital AA Investors, LP (“FCAAI”), a Delaware limited partnership; Farallon Capital AM Investors LP (“FCAMI”), a Delaware limited partnership; Farallon Capital Institutional Partners, LP (“FCIP”), a California limited partnership; Farallon Capital Institutional Partners II, LP (“FCIP II”), a California limited partnership; Farallon Capital Institutional Partners III, LP (“FCIP III”), a Delaware limited partnership; Farallon Capital Offshore Investors II, LP (“FCOI II”), a Cayman, B.W.I. exempted limited partnership; Farallon Capital Partners, LP (“FCP”), a California limited partnership; and Noonday Offshore, Inc. (“Noonday”), a Cayman Islands corporation. The individual Farallon Funds will hold the following percentage equity interests in Integra Telecom Parent, Inc.: FCAAI, 0.8%; FCAMI, 0.3%; FCIP, 4.7%; FCIP II, 0.4%; FCIP III, 0.3%; FCOI II, 7.3%; FCP, 3.7%; and Noonday, 0.2%. In the aggregate, the Farallon Funds will hold 17.7% of the common stock of Integra Telecom Parent, Inc. Farallon AA GP, LLC, a Delaware limited liability company, is the sole general partner for FCAAI. Farallon Partners, LLC., a Delaware limited liability company, is the sole general partner for FCAMI, FCIP, FCIP II, FCIP III, FCOI II, and FCP. The address for each of the Farallon Funds is One Maritime Plaza, Suite 2100, San Francisco, CA 94111. No equity holders in any of the Farallon Funds will have a ten percent (10%) or greater ownership interest in Integra. Farallon, through affiliated entities, indirectly owns fifteen percent (15%) of TX Communications, LLC d/b/a Affiniti. Affiniti provides wireless and broadband communications network services in primarily rural areas nationwide. Farallon’s stake in Affiniti is completely passive and Farallon has no role in the management of Affiniti. Affiniti and Integra rarely compete. None of the Farallon Funds has interlocking directorates with a foreign carrier.


Response to Question 13: Pursuant to the terms of the Purchase Agreement, Integra will purchase the equity of opticAccess and opticAccess will become a wholly-owned subsidiary of Integra. Thus, following the completion of the transaction, opticAccess will be wholly-owned by Integra Telecom Holdings, Inc., which will continue to be wholly-owned by Integra Telecom, Inc., which will continue to be wholly-owned by Integra Telecom Parent, Inc. Closing of the transaction is contingent upon, among other things, receipt of necessary regulatory approvals from the Commission and other governmental authorities. Applicants emphasize that the proposed transaction will be entirely transparent to customers of opticAccess. Because of the nature of this merger, the transfer of control will not result in a change of carrier for any opticAccess customers. Immediately after consummating the transaction, opticAccess will continue to provide the identical end user telecommunications and other services to the affected customers and will continue to provide these services at the rates, and pursuant to the terms and conditions of service, these customers currently receive from opticAccess. Any future changes in the rates, terms and conditions of service will be made consistent with applicable law. The transaction will not result in any discontinuance of service for any opticAccess customers. In sum, consummation of the transaction will result in no perceivable changes to opticAccess’ customers.


Document Created: 2015-08-19 11:30:35
Document Modified: 2015-08-19 11:30:35
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