Attachment DA-17-812A1.pdf

DA-17-812A1.pdf

PUBLIC NOTICE submitted by Federal Communications Commission

Public Notice

2017-08-30

This document pretains to ITC-T/C-20170811-00138 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2017081100138_1268435

PUBLIC NOTICE Federal Communications Commission News Media Information 202 / 418-0500 445 12th St., S.W. Internet: http://www.fcc.gov Washington, D.C. 20554 TTY: 1-888-835-5322 DA 17-812 Released: August 29, 2017 APPLICATIONS FILED FOR THE TRANSFER OF CONTROL OF HAWAIIAN TELCOM, INC., HAWAIIAN TELCOM SERVICES COMPANY, INC., AND WAVECOM SOLUTIONS CORPORATION TO CINCINNATI BELL INC. PLEADING CYCLE ESTABLISHED WC Docket No. 17-207 Comments/Petitions Due: September 28, 2017 Reply Comments/Oppositions to Petitions Due: October 13, 2017 By this Public Notice, the Wireline Competition Bureau, International Bureau, and Wireless Telecommunications Bureau (Bureaus) seek comment from interested parties on a series of applications filed by Cincinnati Bell Inc. (Cincinnati Bell), Hawaiian Telcom Holdco, Inc. (Holdco), Hawaiian Telcom, Inc. (HTI), Hawaiian Telcom Services Company, Inc. (HTSC), and Wavecom Solutions Corporation (Wavecom) (HTI, HTSC, and Wavecom, collectively, Licensees, and, together with Cincinnati Bell and Holdco, Applicants), pursuant to Sections 214 and 310(d) of the Communications Act of 1934, as amended (Act), Sections 63.03-04, 63.18, and 63.24 of the Commission’s rules,1 and the Cable Landing License Act of 1921,2 requesting consent to transfer indirect control of Licensees to Cincinnati Bell.3 Holdco, a Delaware corporation, is a publicly traded company that, through its operating subsidiaries, provides communications services in Hawaii.4 Holdco is the indirect parent company of HTI, HTSC, and Wavecom.5 HTI is an incumbent local exchange carrier (LEC) providing voice and data 1 47 U.S.C. §§ 214, 310(d); 47 CFR §§ 63.03-04, 63.18, 63.24. 2 47 U.S.C. §§ 34-39; see also Exec. Ord. No. 10530, Sec. 5(a), reprinted as amended at 3 U.S.C. § 301 (delegating the President’s authority under the Cable Landing License Act to the Commission). 3 Joint Application of Cincinnati Bell Inc. and Hawaiian Telcom Holdco, Inc. and Hawaiian Telcom, Inc., Hawaiian Telcom Services Company, Inc., and Wavecom Solutions Corporation for Authority Pursuant to Section 214 of the Communications Act of 1934, as Amended, to Transfer Indirect Control of Domestic and International Section 214 Authorization Holders to Cincinnati Bell, Inc., WC Docket No. 17-207 (filed Aug. 11, 2017) (Lead Application). Applicants filed a supplement on August 23, 2017. Letter from Catherine Wang, Counsel to Cincinnati Bell Inc., to Marlene H. Dortch, Secretary, FCC, WC Docket 17-207 (filed Aug. 23, 2017) (Supplement Letter). The file numbers for the other applications are listed infra at 5. 4 Lead Application at 4. 5 Holdco’s 100 percent interest in HTI and HTSC is held through an intermediate holding company, Hawaiian (continued…)

services and also holds submarine cable landing licenses for interisland network facilities and various wireless licenses for fixed microwave and land mobile radio facilities.6 HTSC provides interstate and intrastate long distance, high speed Internet, video, wireless service, and other services and holds an ownership interest in the SEA-US fiber optic submarine cable system between the continental United States, Indonesia, Philippines, Guam, and Hawaii.7 Wavecom (formerly known as Pacific Lightnet, Inc.) provides competitive LEC services.8 Cincinnati Bell, a publicly traded Ohio corporation, along with its subsidiaries, provides high- speed data, video, and voice services to consumers and businesses over a fiber and legacy copper network.9 Cincinnati Bell’s subsidiary, Cincinnati Bell Telephone Company LLC, operates as an incumbent LEC serving portions of Ohio, Kentucky, and Indiana.10 Beyond its incumbent LEC territory, Cincinnati Bell provides competitive LEC services in Ohio and video service in Ohio, Kentucky, and Indiana through its indirect subsidiary, Cincinnati Bell Extended Territories LLC. Cincinnati Bell also provides nationwide long distance, voice over Internet protocol, and competitive LEC service through its indirect subsidiary, Cincinnati Bell Any Distance Inc.11 Applicants state that the following U.S. investment entities hold or control a 10 percent or greater ownership interest in Cincinnati Bell: BlackRock, Inc. (13.8 percent, indirectly, as the parent of BlackRock Fund Advisors), The Vanguard Group, Inc. (13.54 percent), and GAMCO Investors, Inc. (12.37 percent).12 Applicants state that, pursuant to the terms of the proposed Agreement and Plan of Merger between Cincinnati Bell, Twin Acquisition Corp. (Merger Sub), and Holdco, Merger Sub will merge with and into Holdco whereupon the separate existence of Merger Sub will cease, and Holdco will be the surviving corporation.13 Applicants further state that Cincinnati Bell will acquire all of the stock of Holdco and assume Holdco debt, in exchange for cash and Cincinnati Bell common stock.14 As a result of this proposed transaction, Holdco will be a direct, wholly owned subsidiary of Cincinnati Bell, and Cincinnati Bell will become the ultimate owner of HTI, HTSC, and Wavecom. Applicants assert that the proposed transaction is in the public interest. They state that, together with HTI, Cincinnati Bell plans to expand the combined company’s fiber network to both urban and non- (Continued from previous page) Telcom Communications, Inc., a Delaware corporation. Id. at 5, n.10. 6 Id. at 5 and n.14. 7 Id. at 6 and n.15. 8 Id at 5-6. 9 Id. at 2. 10 Id. 11 Id. at 3. 12 Id. at 11-12. Applicants provide a list of companies offering or providing telecommunications services in which BlackRock, Inc., The Vanguard Group, and GAMCO Investors, Inc. hold passive investment interests. Applicants state that Cincinnati Bell is not affiliated with any of the listed companies. Id. at 16-19. 13 Id. at 6. 14 Id. 2

urban areas in Hawaii.15 Applicants claim that the transaction will result in increased economies of scale and a financially stronger service provider.16 They affirm that HTI will “continue its progress in deploying broadband in census blocks where HTI receives Connect America Fund Phase II USF support from the FCC.”17 Finally, they note that Cincinnati Bell does not currently provide service in Hawaii and contend that the transaction will not adversely impact competition.18 GENERAL INFORMATION The applications referenced herein have been found, upon initial review, to be acceptable for filing. The Commission reserves the right to return any application if, upon further examination, it is determined to be defective and not in conformance with the Commission’s rules and policies. Interested parties may file comments and petitions on or before September 28, 2017, and reply comments or oppositions to petitions on or before October 13, 2017. Comments may be filed using the Commission’s Electronic Comment Filing System (ECFS) or by paper. All filings must be addressed to the Commission’s Secretary, Office of the Secretary, Federal Communications Commission. § Electronic Filers: Comments may be filed electronically by accessing ECFS at http://apps.fcc.gov/ecfs/. § Paper Filers: Parties who choose to file by paper must file an original and one copy of each filing. Paper filings can be sent by hand or messenger delivery, by commercial overnight courier, or by first-class or overnight U.S. Postal Service mail. § All hand-delivered or messenger-delivered paper filings for the Commission’s Secretary must be delivered to FCC Headquarters at 445 12th St., SW, Room TW-A325, Washington, DC 20554. The filing hours are 8:00 a.m. to 7:00 p.m. All hand deliveries must be held together with rubber bands or fasteners. All envelopes and boxes must be disposed of before entering the building. § Commercial overnight mail (other than U.S. Postal Service Express Mail and Priority Mail) must be sent to 9300 East Hampton Drive, Capitol Heights, MD 20743. § U.S. Postal Service first-class, Express, and Priority mail must be addressed to 445 12th Street, SW, Washington DC 20554. People with Disabilities: To request materials in accessible formats for people with disabilities (braille, large print, electronic files, audio format), send an e-mail to fcc504@fcc.gov or call the Consumer and Governmental Affairs Bureau at 202-418-0530 (voice), 1-888-835-5322 (tty). In addition, please provide one copy of each pleading to each of the following: (1) Jim Bird, Office of General Counsel, transactionteam@fcc.gov; 15 Id. at Exh. B (Public Interest Statement) at 2. 16 Id. 17 Id. at 3. 18 Id. at 5; Supplement Letter at 2. 3

(2) Dennis Johnson, Wireline Competition Bureau, dennis.johnson@fcc.gov; (3) David Krech, International Bureau, david.krech@fcc.gov; (4) Sumita Mukhoty, International Bureau, sumita.mukhoty@fcc.gov; (5) Jodi Cooper, International Bureau, Jodi.cooper@fcc.gov; (6) Linda Ray, Wireless Telecommunications Bureau, linda.ray@fcc.gov; (7) Jeff Tobias, Wireless Telecommunications Bureau, jeff.tobias@fcc.gov. The proceeding in this Notice shall be treated as a permit-but-disclose proceeding in accordance with the Commission’s ex parte rules.19 Persons making ex parte presentations must file a copy of any written presentation or a memorandum summarizing any oral presentation within two business days after the presentation (unless a different deadline applicable to the Sunshine period applies). Persons making oral ex parte presentations are reminded that memoranda summarizing the presentation must (1) list all persons attending or otherwise participating in the meeting at which the ex parte presentation was made, and (2) summarize all data presented and arguments made during the presentation. If the presentation consisted in whole or in part of data or arguments already reflected in the presenter’s written comments, memoranda, or other filings in the proceeding, then the presenter may provide citations to such data or arguments in his or her prior comments, memoranda, or other filings (specifying the relevant page and/or paragraph numbers where such data or arguments can be found) in lieu of summarizing them in the memorandum. Documents shown or given to Commission staff during ex parte meetings are deemed to be written ex parte presentations and must be filed consistent with rule 1.1206(b), 47 CFR § 1.1206(b). Participants in this proceeding should familiarize themselves with the Commission’s ex parte rules. To allow the Commission to consider fully all substantive issues regarding the Applications in as timely and efficient a manner as possible, petitioners and commenters should raise all issues in their initial filings. New issues may not be raised in responses or replies.20 A party or interested person seeking to raise a new issue after the pleading cycle has closed must show good cause why it was not possible for it to have raised the issue previously. Submissions after the pleading cycle has closed that seek to raise new issues based on new facts or newly discovered facts should be filed within 15 days after such facts are discovered. Absent such a showing of good cause, any issues not timely raised may be disregarded by the Commission. For further information, please contact Dennis Johnson, Wireline Competition Bureau, (202) 418- 0809; David Krech, International Bureau, (202) 418-7443; Sumita Mukhoty, International Bureau, (202) 418-7165; Jodi Cooper, International Bureau, (202) 418-2064; Linda Ray, Wireless Telecommunications Bureau, (202) 418-0257; Jeff Tobias, Wireless Telecommunications Bureau, (202) 418-1617. 19 47 CFR § 1.1200 et seq. 20 See 47 CFR § 1.45(c). 4

SECTION 214 AUTHORIZATIONS A. International File Number Authorization Holder Authorization Number ITC-T/C-20170811-00138 Hawaiian Telcom, Inc. ITC-214-20040630-0051221 ITC-T/C-20170811-00139 Hawaiian Telcom Services Company Inc. ITC-214-20010503-00269 ITC-214-20040630-00513 B. Domestic The Applicants filed an application to transfer control of domestic Section 214 authority in connection with the proposed transaction. In light of the multiple applications pending before the Commission with respect to this transaction and the public interest review associated with them, the domestic transfer of control application is not subject to streamlined treatment.22 CABLE LANDING LICENSES File Number Licensee License Number SCL-T/C-20170811-00019 Hawaiian Telcom, Inc. SCL-LIC-19921015-00008 SCL-LIC-19950627-00024 SCL-T/C-20170811-00020 Hawaiian Telcom Services Company Inc. SCL-LIC-19950627-00024 SCL-LIC-20150626-00016 SECTION 310(d) APPLICATIONS File Number Licensee Lead Call Sign 0007862711 Hawaiian Telcom, Inc. KCG66 0007862629 Wavecom Solutions Corporation WQQW578 0007867994 Hawaiian Telcom, Inc. WQSW873 21 Wavecom provides international service under authority of the international Section 214 authorization held by HTI, ITC-214-20040630-00512, pursuant to Section 63.21(h), 47 CFR § 63.21(h). 22 47 CFR § 63.03. 5


Document Created: 2017-08-30 09:48:07
Document Modified: 2017-08-30 09:48:07
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