FCC Letter.pdf

SUPPLEMENT submitted by LOGIX Acquisition Company, LLC

Supplement

2016-01-11

This document pretains to ITC-T/C-20151112-00261 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2015111200261_1121173

                                                                        Sheppard, Mullin, Richter & Hampton LLP
                                                                        2099 Pennsylvania Avenue, NW, Suite 100
                                                                        Washington, D.C. 20006-6801
                                                                        202.747.1900 main
                                                                        202.747.1901 fax
                                                                        www.sheppardmullin.com




                                                                        202.747.1930 direct
                                                                        bweimer@sheppardmullin.com
January 11, 2016
                                                                        42WX-220832



VIA IBFS and ECFS

Marlene H. Dortch
Secretary
Federal Communications Commission
445 12th Street, SW
Washington, DC 20554


Re:     IB File No. ITC-T/C-20151112-00261; WC Docket No. 15-280
        Joint Application for the Transfer of Control of LOGIX Communications, LP to LOGIX
        Acquisition Company, LLC


Dear Ms. Dortch:

LOGIX Acquisition Company, LLC (“LAC”), by its undersigned counsel, hereby files this letter to
supplement the above-referenced applications (the “Applications”) to clarify the interest held in
LAC through LOGIX Co-Invest I, LLC.

As disclosed in the pending Applications, LOGIX Co-Invest I, LLC will indirectly own
approximately 35% of LAC. LOGIX Co-Invest I LLC is a wholly-owned subsidiary of Secondary
Opportunities Fund III LP (“SOF III”), an English limited partnership. Leonardo Secondary
Opportunities Fund III GP Limited (“Leonardo SOF III”) and Leonardo Secondary Opportunities
Fund III (Alternate GP) LP (“Leonardo SOF III-Alt-GP”) are the sole general partners of SOF III.

In addition, a related entity will have a disclosable interest in LAC as a result of its relationship to
SOF III: Secondary Opportunities Fund III Private Client Feeder Fund (U.S.) LP (“SOF III
Feeder”). SOF III Feeder is an investment fund that holds a 29.02% interest in SOF III, which
results in a 10.16% indirect interest in LAC. SOF III Feeder is organized as a Delaware limited
partnership, with an address at 2711 Centerville Road, Suite 400, New Castle County,
Wilmington, Delaware 19808.

The General Partner of SOF III Feeder is Secondary Opportunities Fund III Private Client
Feeder Fund GP, Ltd. (“SOF III Feeder GP”), a Cayman exempted company incorporated with
limited liability that holds 0% of the equity of SOF III Feeder. SOF III Feeder GP has an address
of P.O. Box 2510, Grand Cayman KY-1104, Cayman Islands. No other person or entity will own
10% or more of LAC through SOF III Feeder.

An updated Exhibit A to the Application, “Pre- and Post-Transaction Corporate Structure,“
reflecting these entities is attached hereto. Specifically, SOF III Feeder and SOF III Feeder GP


Marlene H. Dortch
January 11, 2016
Page 2


are included on page 4 of Exhibit A, which is titled “Post-Closing Ownership Structure of Co-
Invest.”

If you have any questions regarding the foregoing, please do not hesitate to contact the
undersigned.

Very truly yours,

/s/ Brian D. Weimer

Brian D. Weimer
for SHEPPARD, MULLIN, RICHTER & HAMPTON LLP


SMRH:224429482.2
Enclosure



Document Created: 2016-01-11 10:57:21
Document Modified: 2016-01-11 10:57:21

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