Attachment Attachment 1

This document pretains to ITC-T/C-20161118-00327 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2016111800327_1159151

                                                                        NextEra FiberNet, LLC
                            International Section 214 Pro Forma Transfer of Control Application


                                       ATTACHMENT 1

    I.   INTRODUCTION AND SUMMARY OF THE TRANSACTION

        This application notifies the Federal Communications Commission (“FCC” or
“Commission”) of the pro forma transfer of control of NextEra FiberNet, LLC (“Licensee”) from
NextEra Energy Capital Holdings, Inc. (“Transferor” or “NEECH”)1 to FN Investments, LLC
(“Transferee” or “FN,” together with Licensee and Transferor, the “Parties”) that occurred on
July 8, 2016, as part of an internal corporate restructuring. The Licensee before and after the
transaction continued to be ultimately controlled by NextEra Energy, Inc. (“NEE”). Simplified
pre- and post-transaction ownership charts are attached as Exhibit A.

        Because the notice of this restructuring is being filed more than 30 days after the
consummation date, the Parties respectfully request a waiver of the 30-day notification deadline
contained in Section 63.24(f)(2) of the FCC’s rules. The Licensee takes its FCC compliance
obligations seriously, and the delay in the filing of this notice is purely a result of an
administrative oversight.

       NEE is a publicly traded (NYSE: NEE) Florida corporation that, to the knowledge of its
management, does not have any owners that hold a 10% or greater direct or indirect interest in
NEE.2 The transaction does not raise any foreign ownership concerns because none of the
applicants is a foreign carrier or is affiliated with any foreign carriers.

        Grant of this application is in the public interest because it will facilitate continued and
uninterrupted service to the customers of the Licensee.




1
 NEECH was previously called FPL Group Capital Inc. The name was changed on December 1,
2010.
2
 Additional information regarding the ownership of NEE is available at
https://www.sec.gov/Archives/edgar/data/753308/000119312516525731/d149261ddef14a.htm.


                                                                          NextEra FiberNet, LLC
                              International Section 214 Pro Forma Transfer of Control Application
    II.   INFORMATION REQUIRED BY SECTION 63.24(f) OF THE COMMISSION’S
          RULES

  The Parties submit the following information pursuant to Section 63.24(d) of the
Commission’s rules, including the information requested in Section 63.18:3

In response to Section 63.18(a):

NextEra FiberNet, LLC – Licensee
9250 West Flagler Street
Miami, FL 33174
Tel: (305) 552-2104
FRN: 0020136925

NextEra Energy Capital Holdings, Inc. – Transferor
700 Universe Boulevard
Juno Beach, FL 33408
Tel: (561) 694-4000
FRN: 0026049320

FN Investments, LLC – Transferee
9250 West Flagler Street
Miami, FL 33174
Tel: (305) 552-2104
FRN: 0026038448

In response to Section 63.18(b):

Licensee is a Delaware limited liability company. Transferor NEECH is a Florida corporation.
Transferee FN is a Delaware limited liability company.




3
    See 47 C.F.R. §§ 63.18, 63.24(f).


                                                                        NextEra FiberNet, LLC
                            International Section 214 Pro Forma Transfer of Control Application
Answer to Question 10

In response to Section 63.18(c):

Please direct correspondence regarding this application to the following:

For Licensee, Transferor, and Transferee:

Mark W. Brennan
Cara O. Schenkel
Hogan Lovells US LLP
555 13th Street NW
Washington, DC 20004
Tel: (202) 637-6409
Mark.Brennan@hoganlovells.com

In response to Section 63.18(d):

Licensee holds international Section 214 authority ITC-214-20101117-00470, which authorizes
the provision of international facilities-based and global resale services.

Answer to Question 11

The transferee is:

FN Investments, LLC
9250 West Flagler Street
Miami, FL 33174
Tel: (305) 552-2104
FRN: 0026038448
Principal Business – Holding and investment company
State of formation – Delaware

FN is wholly owned by NEECH:

NextEra Energy Capital Holdings, Inc.
700 Universe Boulevard
Juno Beach, FL 33408
Tel: (561) 694-4000
FRN: 0026049320
Principal Business – Holding and investment company
State of formation – Florida


                                                                        NextEra FiberNet, LLC
                            International Section 214 Pro Forma Transfer of Control Application


NEECH is wholly owned by NEE:

NextEra Energy, Inc.
700 Universe Blvd.
Juno Beach, FL 33408
Tel: (561) 694-4000
FRN: 0025433889
Principal Business – Energy company
State of formation – Florida

NEE is a publicly traded (NYSE: NEE) Florida corporation that, to the knowledge of its
management, does not have any owners that hold a 10% or greater direct or indirect interest.

Answer to Question 12

The Transferee has no interlocking directorates with foreign carriers.

Answer to Question 13

As discussed above, a new parent company, FN, was inserted between the Licensee and its
former immediate parent, NEECH. As a result, FN is Licensee’s immediate parent and NEECH
is an intermediate parent. Licensee’s ultimate parent, pre- and post-transaction is NEE.
Simplified pre- and post-transaction ownership charts are attached as Exhibit A.


                                                                       NextEra FiberNet, LLC
                           International Section 214 Pro Forma Transfer of Control Application


                                        EXHIBIT A
                   Simplified Pre- and Post-Transaction Ownership Charts


Pre-Transaction


           NextEra Energy, Inc.



         NextEra Energy Capital
             Holdings, Inc.



         NextEra FiberNet, LLC




Post-Transaction


          NextEra Energy, Inc.



        NextEra Energy Capital
            Holdings, Inc.



         FN Investments, LLC




        NextEra FiberNet, LLC



Document Created: 2016-11-18 17:48:35
Document Modified: 2016-11-18 17:48:35

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