Attachment Attachment 1

This document pretains to ITC-T/C-20160812-00247 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2016081200247_1146196

                                         Joint Application for Consent to Transfer Control of
                                    International and Blanket Domestic Section 214 Authority

                                                                Citrix Systems, Inc., Transferor
                                                                     LogMeIn, Inc., Transferee

                                      ATTACHMENT 1
                              (Streamlined Processing Requested)

       Citrix Systems, Inc. (FRN No. 0024279564) (“Citrix” or “Transferor”) and LogMeIn,
Inc. (FRN No. 0025780420) (“LogMeIn” or “Transferee”), pursuant to Section 214 of the
Communications Act of 1934, as amended (the “Act”), and Sections 63.03, 63.04, 63.12, and
63.24 of the Federal Communications Commission’s (“Commission”) rules, 1 hereby jointly
request Commission consent to transfer control of the international section 214 and blanket
domestic authorizations currently held by the Citrix subsidiaries Citrix Communications LLC
(FRN No. 0022241905), Citrix Online Audio LLC (FRN No. 0018351064), and Grasshopper
Group LLC (FRN No. 0019077973) to LogMeIn. The transfer of control for which the parties
seek Commission consent is the final transaction in a series of transactions (described below in
Section II) in which GetGo, Inc. (“GetGo”), a wholly owned subsidiary of Citrix, will merge
with Lithium Merger Sub, Inc., a wholly owned subsidiary of LogMeIn, with GetGo surviving
the merger and remaining as a wholly owned subsidiary of LogMeIn (the “Proposed
Transaction”).

       As explained in Section II, prior to completing the merger transaction, Citrix first will
complete an internal restructuring involving a pro forma transfer of control and a pro forma
assignment. Citrix also will change the names of certain Citrix subsidiaries. Citrix will notify
the Commission about the pro forma transactions and name changes after they occur in
accordance with FCC rules.

        The current, pre-merger, and post-consummation organizational structures of the entities
are detailed in the organizational charts found in Appendix A. Applicants are filing a combined
domestic and international application, under section 63.04(b) of the Commission’s rules, for
consent to transfer control of the blanket domestic and international section 214 authorizations
held by Citrix’s subsidiaries to LogMeIn.

       The Applicants seek expedited approval to enable the implementation of the Proposed
Transaction. Accordingly, the Applicants respectfully request streamlined treatment of this
Application pursuant to Sections 63.03 and 63.12 of the Commission’s Rules. 2


    I.     DESCRIPTION OF APPLICANTS


1
    47 C.F.R. §§ 63.03, 63.04, 63.12, and 63.24.
2
    47 C.F.R. §§ 63.03 and 63.12.


                                                1


      A. Citrix Entities

      Citrix Systems, Inc. (“Citrix”) is a publicly traded Delaware corporation with its principal
      business address at 851 West Cypress Road, Fort Lauderdale, Florida 33309.
      Citrix’s technology makes the world’s apps and data secure and easy to access,
      empowering people to work anywhere and at any time. Citrix provides a complete and
      integrated portfolio of Workspace-as-a-Service, application delivery, virtualization,
      mobility, network delivery and file sharing solutions that enables IT to ensure critical
      systems are securely available to users via the cloud or on-premise and across any device
      or platform. With annual revenue in 2015 of $3.28 billion, Citrix solutions are in use by
      more than 400,000 organizations and over 100 million users globally. Citrix currently has
      three wholly owned direct subsidiaries holding telecommunications authorizations
      (described below), Citrix Communications LLC (“Citrix Communications”), Citrix
      Online Audio LLC (“Citrix Online Audio”), and Grasshopper Group LLC
      (“Grasshopper”), and one wholly owned indirect subsidiary, Citrix Communications
      Virginia LLC. Two subsidiaries, GetGo, Inc.and GetGo Audio LLC, have been created
      for purposes of the internal Citrix restructuring and merger.

          1. Citrix Communications LLC (“Citrix Communications”) is a Delaware limited
             liability company, with its principal business address at 10 Exchange Place, Suite
             1710, Jersey City, NJ 07302. Citrix Communications holds blanket domestic
             Section 214 authority and international Section 214 authority granted in FCC file
             no. ITC-214-20130118-00015 to provide facilities-based service and resale
             service in accordance with sections 63.18(e)(1) and 63.18(e)(2) of the
             Commission’s rules. 3 Citrix Communications also is a competitive local
             exchange and interexchange carrier authorized to provide intrastate local,
             intrastate interexchange, and switched access services in the states of California,
             Florida, Georgia, Illinois, Maryland, Massachusetts, New Jersey, New York, and
             Texas. Citrix Communications also is authorized to provide interstate
             interexchange and switched access service. Citrix Communications Virginia
             LLC, a Virginia limited liability company, is a wholly owned subsidiary of Citrix
             Communications and is the certificated entity authorized to provide facilities-
             based and resold local exchange, interexchange, and access telecommunications
             services throughout the Commonwealth of Virginia. Citrix Communications
             Virginia’s principal business address is 10 Exchange Place, Suite 1710, Jersey
             City, NJ 07302.

          2. Citrix Online Audio LLC (“Citrix Online Audio”) is a Delaware limited liability
             company with its principal business address at 7414 Hollister Avenue, Goleta,
             California 93117. Citrix Online Audio’s principal business is providing audio
             conferencing services throughout the United States. Citrix Online Audio holds
             blanket domestic Section 214 authority and international Section 214 authority



3
    47 C.F.R. §§ 63.18(e)(1) and 63.18(e)(2).


                                                2


              granted in FCC file no. ITC-214-20090113-00015 to provide resale service in
              accordance with section 63.18(e)(2) of the Commission’s rules. 4

          3. Grasshopper Group, LLC (“Grasshopper”) is a limited liability company
             organized under the laws of the Commonwealth of Massachusetts. Grasshopper’s
             headquarters is located at 197 1st Avenue, Suite 200, Needham, Massachusetts
             02494. Grasshopper offers integrated phone service solutions, voicemail
             processing, and other enhanced services to business end-users. Grasshopper is
             registered to provide interstate telecommunications services (FCC Filer ID No.
             827977). Grasshopper holds blanket domestic Section 214 authority and
             international Section 214 authority granted in FCC file no. ITC-214-20090916-
             00417 to provide resale service in accordance with section 63.18(e)(2) of the
             Commission’s rules. 5 Grasshopper is authorized to provide competitive resold
             interexchange long distance telecommunications services pursuant to registration,
             public service commission order, or on a deregulated basis in the States of
             Arizona, Arkansas, California, Colorado, Connecticut, Delaware, Florida,
             Georgia, Hawaii, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland,
             Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska,
             Nevada, New Hampshire, New Jersey, New York, North Carolina, Ohio,
             Pennsylvania, South Carolina, Texas, Utah, Virginia, and Washington.

          4. GetGo, Inc. (“GetGo”) (FRN 0025621517) is a Delaware corporation, with its
             principal business address at 7414 Hollister Ave., Goleta, CA 93117. GetGo
             was created for the internal restructuring to own and operate Citrix’s GoTo family
             of service offerings line of business. GetGo currently is a wholly owned
             subsidiary of Citrix Systems, Inc. GetGo will focus on providing cloud-based
             service offerings that drive richer and more productive business interactions.
             GetGo’s service offerings will be delivered entirely as SaaS solutions and include
             collaboration and engagement tools such as GoToMeeting, GoToTraining, and
             GoToWebinar, business voice solutions such as Grasshopper, and remote access
             and support tools such as GoToMyPC and GoToAssist. Its service offerings are
             platform agnostic, working across all leading desktop and mobile platforms and
             devices. It aspires to provide end-to-end solutions that enable specific business
             interactions between internal teams and external clients and collaborators.

          5. GetGo Audio LLC (“GetGo Audio”) (FRN 0025638081) is a Delaware limited
             liability company with its principal business address at 7414 Hollister Avenue,
             Goleta, California 93117. GetGo Audio was created to be the entity into which
             the Citrix Online Audio section 214 authority and business is assigned on a pro
             forma basis, as described below in Part II. GetGo Audio’s principal business will
             be providing audio conferencing services throughout the United States, as Citrix
             Online Audio LLC currently does.

4
    47 C.F.R. § 63.18(e)(2).
5
    47 C.F.R. § 63.18(e)(2).


                                              3


B. LogMeIn

LogMeIn, Inc. (“LogMeIn”) is a publicly traded Delaware corporation with its principal
business address at 320 Summer Street, Boston, Massachusetts 02210 (NASDAQ:
LOGM). LogMeIn is a leading provider of cloud-based connectivity solutions that
enable people and companies to connect and communicate with their workplaces,
colleagues, customers, and products anywhere, at any time. LogMeIn’s services allow
users to work remotely, use a mix of personal and employer-procured technology for
work purposes, secure online or cloud-based services, support and manage remote
computers and other Internet-enabled devices, and collaborate with other users. With
annual revenue in 2014 of $222.0 million, and in 2015 of $271.6 million, LogMeIn’s
services are used by tens of millions of users and have brokered hundreds of millions of
sessions. LogMeIn’s product offerings include, but are not limited to:

1. join.me, join.me pro, and join.me business, LogMeIn’s free and premium browser-
   based online meeting and screen sharing services that provide users with the ability to
   quickly and securely host an online meeting with other people;

2. LogMeIn Pro and LogMeIn Central are LogMeIn’s premium remote access
   services that provide secure access to a remote computer or other Internet-enabled
   device from any other Internet-connected computer, as well as most smartphones and
   tablets;

3. LogMeIn Rescue, Rescue Lens, and LogMeIn Rescue+Mobile are LogMeIn’s
   web-based remote support and customer care services that are used by helpdesk
   professionals to provide remote support via the Internet, without the need of pre-
   installed software;

4. BoldChat, LogMeIn’s web-based live chat service that helps customer service staff,
   ranging from sales and pre- and post-sale support, to directly engage and provide
   assistance to visitors of a customer’s website;

5. LastPass is a market leading password management and single sign on, or SSO,
   solution that gives individuals, business teams and enterprises the ability to securely
   store, create and access the user identity and login credentials for thousands of online
   applications and websites. Available online, in a desktop app and via iOS and
   Android mobile apps, LastPass is offered in free, premium and enterprise versions
   and runs on today’s most popular browsers, devices and operating systems; and

6. Xively, LogMeIn’s Internet of Things cloud platform and connected product
   management tool, which is designed to help businesses build, run and support a
   rapidly growing class of Internet-connected products that lack a traditional operating
   system.




                                         4


    II.    DESCRIPTION OF THE PROPOSED TRANSACTION

        On July 26, 2016, Citrix Systems, Inc. (“Citrix”) and LogMeIn, Inc. (“LogMeIn”) jointly
announced the proposed combination of GetGo, Inc. (“GetGo”), a wholly owned subsidiary of
Citrix that holds the GoTo family of products, with LogMeIn in a Reverse Morris Trust
transaction (the “Proposed Transaction”). The combination will result in Citrix equity
shareholders receiving shares in LogMeIn that equal approximately 50.1% of all outstanding
shares of LogMeIn on a fully diluted basis, while existing LogMeIn shareholders will own
approximately 49.9% of the outstanding shares of the combined LogMeIn company on a fully
diluted basis. The Proposed Transaction for which the Applicants seek Commission consent is
expected to occur in the first quarter of 2017, contingent upon LogMeIn shareholder approval
and the satisfaction or waiver of other customary closing conditions. 6

        In connection with the Proposed Transaction Citrix intends to complete an internal
multiple-step restructuring process involving a pro forma assignment, name changes of certain
Citrix entities, and the pro forma transfer of control of certain Citrix entities to GetGo.
Specifically, Citrix intends to complete a pro forma assignment of the domestic and international
Section 214 authority held by Citrix Online Audio LLC (“Citrix Online Audio”) to GetGo Audio
LLC (“GetGo Audio”), a wholly owned subsidiary of GetGo. Citrix Online Audio will
subsequently be dissolved. At the same time, Citrix will change the names of the names of two
Citrix wholly owned subsidiaries as follows:

                     Old Name                          New Name
          Citrix Communications LLC          GetGo Communications LLC
          Citrix Communications Virginia LLC GetGo Communications Virginia LLC

        Citrix intends to concurrently complete the pro forma transfer of control of the domestic
and international Section 214 authority of its three wholly owned telecommunications
subsidiaries, GetGo Communications LLC, GetGo Audio, LLC, and Grasshopper Group, LLC
from Citrix to GetGo. The pro forma transactions are depicted in the second organizational chart
found in Appendix A. Citrix will separately notify the Commission about the pro forma
transactions and name changes after they occur, in accordance with FCC rules.

        Upon completion of the Proposed Transaction, LogMeIn’s President and Chief Executive
Officer, Bill Wagner, and Chief Financial Officer, Ed Herdiech, will continue in their respective
roles. Certain members of GoTo’s management team also are expected to join the combined
company. Following the closing of the Proposed Transaction, LogMeIn’s board of directors will
consist of nine directors: five current LogMeIn directors and four Citrix director appointees.
Michael Simon, former CEO and current Chairman of the board of directors of LogMeIn, is
expected to remain in place as Chairman of LogMeIn’s board of directors post-transaction. Bill
Wagner also will retain his board seat. LogMeIn’s other three directors will be named at a later
date. Citrix’s director appointees will consist of current Citrix directors: Bob Calderoni, Jesse

6
    More information on the proposed transaction is available at https://investor.logmeininc.com/about-
    us/investors/news/press-release-details/2016/LogMeIn-Announces-Merger-with-Citrixs-GoTo-Family-of-
    Products-to-Create-Billion-Dollar-Industry-Leader/default.aspx


                                                    5


Cohn, and Peter Sacripanti, as well as David Henshall, Citrix’s Chief Operating Officer and
Chief Financial Officer.

        The LogMeIn board of directors will form an Operating Committee following the close
of the Proposed Transaction, which will consist of two LogMeIn directors and two Citrix
directors. The Operating Committee, having authority delegated by the full LogMeIn board of
directors, including the authority to hire and compensate third-party consulting firms and other
advisors, will oversee the transition and realization of the synergies contemplated by the
Proposed Transaction, thus providing for a seamless transition for customers, as discussed
below.


   III.    PUBLIC INTEREST STATEMENT

        The Commission’s approval of the Proposed Transaction described herein will serve the
public interest, convenience, and necessity. In addition to the broader platform for innovation,
general merger synergies, and benefits related to the integration of GoTo’s products and services,
which, following the internal reorganization will be held by Citrix’s wholly owned subsidiary
GetGo, Inc., with the complementary products and services of LogMeIn, the Proposed
Transaction will promote competition among telecommunications carriers and other service
providers in the delivery of communications solutions for consumers and businesses.

        The Proposed Transaction will bring together Citrix’s GoTo business and LogMeIn,
proven innovators with a shared belief in simplifying the way people connect to customers,
colleagues, and the world around them. The Proposed Transaction will expand LogMeIn’s
existing suite of communications products and solutions, thus enabling LogMeIn to deliver
greater value and a wider variety of services to customers. In particular, the GoTo family of
products delivers collaborative communication solutions for small and medium sized businesses
through leading products such as GoToAssist, GoToMeeting, GoToMyPC, GoToTraining,
GoToWebinar, Grasshopper, and OpenVoice. LogMeIn, already a leading provider of cloud-
based collaboration, customer service and support, and identity and access management
communications tools, will combine and integrate the GoTo products to provide enhanced
experiences and outcomes for customers of the combined company.

        The Proposed Transaction will entail particular benefits for small and medium-sized
businesses and large enterprise customers of LogMeIn and the GoTo products. The integration
of LogMeIn’s cloud-based services with the GoTo business’s innovative communications
solutions will create new opportunities for these customers to benefit from a wider range of
highly reliable, scalable, and customizable suite of services.

       The Proposed Transaction will not diminish competition in any relevant market or
otherwise harm the public interest. For purposes of the Commission’s analysis under Section
214, the Proposed Transaction poses no threat to competition because the GoTo business and
LogMeIn do not compete in the provision of any regulated service. Indeed, LogMeIn itself does
not hold any Commission licenses or authorizations and does not offer telecommunications



                                                6


services or any other service regulated under the Act. In any event, the marketplace for IP-based
communications solutions for business customers is robustly competitive.

        The Proposed Transaction does not entail any changes to the rates, terms and conditions
of service at this time. The Proposed Transaction will be transparent to customers and will not
result in the discontinuance, reduction, loss, or impairment of service to customers. Rather, as
noted, it will enable LogMeIn to make available a greater variety of high-quality, innovative
services to its existing, and GoTo, customers.

        The public interest will also be served by expeditious consideration and approval of this
Joint Application. Expeditious consideration will ensure that the public enjoys these benefits as
swiftly as possible. In particular, the Proposed Transaction is aimed to strengthen the
competitive position of LogMeIn by enabling the company to offer expanded product and
service portfolios to customers. Prompt action on the Joint Application will ensure the public
realizes these benefits as quickly as possible.


    IV.      SECTION 63.18 INFORMATION (INTERNATIONAL TRANSFER)

        Information addressing the requirements in Section 63.18 of the Commission’s rules 7 is set
forth below:

          (a) In response to section 63.18(a), the name, address and telephone number of the
              transferor and transferee are:

             Transferor
             Citrix Systems, Inc.
             851 West Cypress Creek Road
             Fort Lauderdale, FL 33309
             Tel: 954-267-3000
             Fax: 954-267-3100

             Transferee
             LogMeIn, Inc.
             320 Summer Street
             Boston, MA 02210
             Tel: 781-638-9094
             Fax: 781-437-1820


             (b) In response to section 63.18(b):
             LogMeIn, Inc. is a Delaware corporation.
             GetGo, Inc. is a Delaware corporation.
             Citrix Systems, Inc. is a Delaware corporation.

7
    47 C.F.R. § 63.18.


                                                 7


      GetGo Communications LLC is a Delaware limited liability company.
      GetGo Audio LLC is a Delaware limited liability company.
      Grasshopper Group, LLC is a Massachusetts limited liability company.


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

   (c) In response to section 63.18(c), correspondence concerning this Application should be
   sent to the following:

   Transferor Holder                            Transferee

     Peter McElligott, Senior Legal Counsel     Michael Donahue, SVP, General Counsel
     Citrix Systems, Inc.                       & Secretary
     7414 Hollister Ave.                        LogMeIn, Inc.
     Goleta, CA 93117                           320 Summer Street
     Tel: (805) 690-3470                        Boston, MA 02210
     peter.mcelligott@citrix.com                Tel: (781) 638-9094
                                                Michael.Donahue@logmein.com

     with a copy to                             with a copy to

     Brita D. Strandberg                        Matthew A. Brill
     Harris, Wiltshire & Grannis LLP            Latham & Watkins LLP
     1919 M Street NW, Eighth Floor             555 Eleventh Street, NW
     Washington, DC 20036                       Suite 1000
     Tel: (202) 730-1346                        Washington, DC 20004
     bstrandberg@hwglaw.com                     Tel: (202) 637-1095
                                                Matthew.Brill@lw.com


   (d) In response to section 63.18(d):

   Citrix Communications LLC (to be renamed pre-transfer GetGo Communications LLC)
   holds international section 214 authority to provide facilities-based service and resale
   service in accordance with sections 63.18(e)(1) and 63.18(e)(2) of the Commission’s
   rule; granted in FCC file no. ITC-214-2013118-00015.

   Citrix Online Audio LLC holds international section 214 authority to provide resale
   service in accordance with section 63.18(e)(2) of the Commission’s rules; granted in FCC
   file no. ITC-214-20090113-00015. As discussed above, Citrix Online Audio LLC’s
   domestic and international section 214 authority will be assigned on a pro forma basis
   pre-transfer to GetGo Audio LLC, after which Citrix Online Audio LLC will be
   dissolved.

   Grasshopper Group, LLC holds international section 214 authority to provide resale service


                                           8


   in accordance with section 63.18(e)(2) of the Commission’s rules; granted in FCC file no.
   ITC-214-20090916-00417.


Answer to Question 11 – Section 63.18(h)

   (h) In response to section 63.18(h), the names, addresses, citizenship, and principal
       businesses of any person or entity holding, post-transaction, directly or indirectly, at
       least ten percent of the equity of the Applicants, or actual control:

   As described above and illustrated on the organization chart in Appendix A, upon
   completion of the Proposed Transaction, GetGo, Inc., currently a wholly owned
   subsidiary of Citrix, will become a wholly owned subsidiary of LogMeIn.

   Both Citrix and LogMeIn are publicly traded companies. Immediately upon completion
   of the Proposed Transaction, based on the share distribution contemplated by the parties’
   Agreement and Plan of Merger, Citrix equity holders will receive approximately 50.1 %
   of all outstanding shares in the combined LogMeIn company on a fully diluted basis,
   while existing LogMeIn shareholders will own approximately 49.9% of the outstanding
   shares of the combined LogMeIn on a fully diluted basis.

   Based on a review of Schedule 13G filed with the Securities and Exchange Commission
   (“SEC”), no current owner holds more than 10% of the outstanding shares of Citrix
   Systems, Inc.

   Based on a review of Schedule 13G filed with the SEC, the following entities currently
   own or control 10% or more of LogMeIn.

   Name:                          RS Investment Management Co. LLC
   Address:                       One Bush Street, Suite 900
   City, State, Zip:              San Francisco, CA 94104
   Citizenship:                   Delaware
   Principal Business:            Investment management
   Percentage of Ownership:       12.1%

   Name:                          BlackRock, Inc.
   Address:                       55 East 52nd Street
   City, State, Zip:              New York, NY 10055
   Citizenship:                   Delaware
   Principal Business:            Financial planning/investment management
   Percentage of Ownership:       11.9%

   Based on the share distribution contemplated by the parties, it is anticipated there will be
   no owner of more than 10% of outstanding shares of LogMeIn following completion of
   the Proposed Transaction.



                                             9


        The current, pre-merger, and post-Proposed Transaction organizational structure of the
        entities are detailed in the organizational charts found in Appendix A.


    Answer to Question 12

        Applicants certify that they do not have any interlocking directorates with a foreign
        carrier.

   Answer to Question 13 – Means by which the proposed transfer of control will take
place

        See Section II above.


    Answer to Question 14 – Section 63.18(i)

       (i)       Transferee certifies that it is not a foreign carrier and is not affiliated with any
foreign carrier.


    Answer to Question 15 – Section 63.18(j)

        (j)     Transferee certifies that it does not seek to provide international
telecommunications services to any destination country where: (i) Transferee is a foreign carrier;
(ii) Transferee controls a foreign carrier; (iii) any entity that owns more than 25 percent of
Transferee, or that controls Transferee, controls a foreign carrier in that country; or (iv) two or
more foreign carriers (or parties that control foreign carriers) own, in the aggregate, more than 25
percent of Transferee and are parties to, or the beneficiaries of, a contractual relation affecting
the provision or marketing of international basic telecommunications services in the United
States.


    Sections 63.18(k)-(o)

        (k)     Not applicable.

        (l)     Not applicable.

        (m)     Not applicable.

        (n)    Transferee certifies that it has not agreed to accept special concessions directly or
indirectly from any foreign carrier with respect to any U.S. international route where the foreign
carrier possesses market power on the foreign end of the route and will not enter into any such
agreements in the future.



                                                   10


        (o)    Applicants certify that no party to this Application is subject to a denial of federal
benefits under Section 5301 of the Anti-Drug Abuse Act of 1988, as amended.

    Question 20 - Request for Streamlined Treatment

        (p)      The Applicants seek streamlined processing of this request for consent to transfer
control of the international Section 214 authorizations pursuant to 47 C.F.R. § 63.12 because (1)
Applicants are not affiliated with any foreign carrier in any destination market; (2) Applicants
are not affiliated with any dominant U.S. carriers whose international switched or private line
services the Applicants seek authority to resell; and (3) Applicants do not seek authority to
provide switched basic services over private lines to a country for which the Commission has not
previously authorized the provision of switched services over private lines.


    V.     SECTION 63.04 INFORMATION (DOMESTIC TRANSFER)

         Information addressing the requirements in Section 63.04(a) of the Commission’s rules 8
is set forth below.

(a)(1) See Section IV.(a) above for the Applicants’ names, addresses and telephone numbers.

(a)(2) See Section IV.(b) above for the Applicants’ places of organization or incorporation.

(a)(3) Contact information for the Applicants is provided above in Section IV.(c) above.

(a)(4) See Section IV.(h) above for information regarding the ownership information of the
Applicants.

(a)(5) As evidenced by the signatures to this Application, Applicants certify that no party to this
Application is subject to a denial of federal benefits under Section 5301 of the Anti-Drug Abuse
Act of 1988, as amended.

(a)(6) A complete description of the Proposed Transaction is provided above in Section II.

(a)(7) Transferor, Citrix Systems, Inc. develops, and markets technology solutions that allow
applications to be delivered, supported, and shared on-demand with high performance, enhanced
security, and improved total costs of ownership. Citrix has three wholly owned direct
subsidiaries engaged in telecommunications: Citrix Communications LLC (to be renamed pre-
transfer GetGo Communications LLC) Citrix Online Audio LLC (whose domestic and
international section 214 authority will be assigned on a pro forma basis pre-transfer to GetGo
Online Audio LLC), and Grasshopper Group, LLC (“Grasshopper”).

Transferee, LogMeIn Inc., is a leading provider of cloud-based connectivity. LogMeIn’s
services allow users to work remotely, use a mix of personal and employer-procured technology

8
    47 C.F.R. § 63.04.


                                                 11


for work purposes, secure online or cloud-based services, support and manage remote computers
and other Internet-enabled devices, and collaborate with other users. LogMeIn’s services,
including join.me, LastPass, LogMeIn, LogMeIn Rescue, and BoldChat, among others, have
attracted millions of users and thousands of leading businesses. LogMeIn does not offer
domestic telecommunications service of any kind but relies on third parties for such services.

(a)(8) This Application is eligible for streamlined treatment under Section 63.03(b)(2)(i)
because (1) both before and after completion of the proposed transaction, Transferee and its
Affiliates will have a market share in the interstate, interexchange market of substantially less
than 10%; (2) Transferee will acquire direct control of facilities and operations that provide
interexchange services exclusively in geographic areas served by dominant local exchange
carriers that are not parties to the transaction; and (3) neither of the Applicants or their affiliates
is dominant with respect to any service.

(a)(9) Applicants are filing a combined domestic and international application for approval of the
transfer of control of the blanket domestic and international Section 214 authorizations held by
Citrix’s subsidiaries to LogMeIn.

(a)(10) Not applicable.

(a)(11) The Applicants have not requested any waivers in connection with this Application.

(a)(12) A description of the public interest benefits of the Proposed Transaction are set forth
above in Section III.




                                                   12


                                                               Appendix A

                                            Pre-Consummation Ownership Structure 9



                                                               Citrix Systems,
                                                                  Inc. (DE)




   100%                                 100%                                100%                     100%



  Citrix Communications                Citrix Online Audio LLC            Grasshopper Group, LLC        GetGo, Inc.
         LLC (DE)                                (DE)                             (MA)                     (DE)



    100%




Citrix Communications Virginia LLC
              (VA)




           9
               Subsidiaries not regulated and not germane to the proposed transaction are excluded


                                                                     13


                        Pre-Proposed Transaction Ownership Structure
          (Reflects Pro Forma Transfer, Pro Forma Assignment and Name Changes)



                                                 Citrix Systems,
                                                    Inc. (DE)


                                                100%


                                                    GetGo, Inc.
                                                       (DE)




             100%                               100%                              100%



           GetGo Communications                      GetGo                       Grasshopper Group, LLC
                LLC (DE) *                      Audio LLC (DE)**                         (MA)



             100%




        GetGo Communications Virginia LLC
                   ***(VA)




* Citrix Communications LLC’s name to be changed to GetGo Communications, LLC.
** Citrix Online Audio LLC’s domestic and international Section 214 authority will be assigned (pro forma) to
GetGo Audio, LLC.
*** Citrix Communications Virginia LLC name to be changed to GetGo Communications Virginia LLC.




                                                       14


             Post-Proposed Transaction Ownership Structure (First Quarter 2017*)




              existing Citrix
              Systems, Inc.                                                      existing LogMeIn,
               shareholders                                                       Inc. shareholders




                       50.1%**                                                    49.9%**



                                                LogMeIn, Inc.
                                                   (DE)



                                                100%



                                                    GetGo, Inc.
                                                       (DE)




              100%                              100%                              100%



            GetGo Communications,                     GetGo                      Grasshopper Group, LLC
                  LLC (DE)                        Audio LLC (DE)                         (MA)

100%


       GetGo Communications Virginia LLC
                   (VA)


* The transaction is expected to close during the first quarter of 2017.
** Immediately following the transaction, Citrix shareholders will own approximately 50.1% of all outstanding
shares of the combined company on a fully diluted basis, while existing LogMeIn shareholders will own
approximately 49.9% of the combined company on a fully diluted basis.

                                                       15



Document Created: 2016-08-12 13:17:27
Document Modified: 2016-08-12 13:17:27

© 2024 FCC.report
This site is not affiliated with or endorsed by the FCC