Attachment Attachment 1

This document pretains to ITC-T/C-20170829-00148 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2017082900148_1268018

                                       ATTACHMENT          1


                                     Answer to Ouestion 10

Rule 63.18 (c) Contact Information:

        All correspondence and other communications concerning this application should be

directed to:

                              John L. Clark
                               Goodin, MacBride, Squeri &, Day, LLP
                               505 Sansome Street, 9'h Floor
                               San Francisco, California 941 I I
                               Tel: 415-765-8443
                               Fax: 415-398-4321
                               E-mail: i.clark@eoodinmacbride.c,om

Rule 63.18 (d) Authorizations

                Norcast, which is a California corporation, holds authority to provide global
facilities-based and global resale services under File No. ITC-214-20030410-00183. (Norcast
also holds domestic operating authority pursuant to Rule 63.01, 47 C.F.R. $ 63.01.)

                Blue Rooster, which is a California corporation, holds authority to provide global
facilities-based and global resale services under File No. ITC-214-20100317-001 12. (Blue
Rooster also holds domestic operating authority pursuant to Rule 63.01, 47 C.F.R. $ 63.01.)

                Digital West, which is a California corporation, does not hold any international
authorizations. (Digital West holds domestic operating authority pursuant to Rule 63.01,47
c.F.R. $ 63.01.)


                                     Answer to Ouestion Ll.

Rute 63.18(h) Ownership

               (L) Current Ownershin of Dieital West: The following persons and entities hold
                                                  Digital West:
lÙYo or greater direct ownership or control interests in

          Name and Address               Citizensh.ip           Principal         Percentage Direct
                                                                Business            Ownership of
                                                                                     Digital West
Timotþ L. Williams                      United States      Telecommunications           99%


               No other person or entity currently holds or can be attributed with a   I0o/o   or
greater ownership or control interest in Digital West

       (2) Post-Transaction Ownership of Norcast. Blue Rooster. and Digital West:

                Following consummation of the proposed transaction, the following persons and
entities will hold l\Yo or greater direct ownership or control interests in Norcast and, therefore,
under the Commission's rules, will also be attributed with l0o/o or greater indirect ownership or
control interests in Blue Rooster, Norcast's wholly-owned subsidiary.

         Name and Address                Citizenship            Principal           Fercentage Direct
                                                                Business           Ownership of Blue
                                                                                         Rooster

Digital West Networks, Inc.             United States     Telecommunications               t00%
3620 Sacramento Drive, Suite 102
San Luis Obispo, CA 93401



                The following persons and entities will hold I|Vo or greater direct ownership or
control interests in Digital West following consummation of the proposed transaction and,
therefore, under the Commission's rules, will also be attributed with IÙYo or greater indirect
ownership or control interests in Norcast and Blue Rooster:

         Name and Address                Citizenship            Principal           Percentage Direct
                                                                Business               Ownership of
                                                                                     Digital West and
                                                                                   Indirect Ownership
                                                                                   in Norcast and Blue
                                                                                         Rooster

Timothy L. Williams                     United States     Telecommunications               76%
4400 Airox Road
Santa Maria, CA93455

Farragut Capital Partners5425           United States    Investment Management             t5%
Wisconsin Avenue, Suite 401, Chevy
Chase, MD 20815




              No other person or entity will hold or be attributed with a IÙYo or greater
ownership or control interest in Digital West, Norcast, or Blue Rooster, and neither Norcast,
Blue Rooster, nor Digital West will have any interlocking directorships with any foreign carrier.


                                      Answer to Ouestion 13

Description of Transaction

                Joint Applicants have entered into an agreement by which Digital V/est will


acquire all of the issued and outstanding stock in, and thereforè direct control of, Norcast in
exchange for cash. The same transaction will result in Digital West acquiring indirect control of
Norcast's wholly-owned subsidiary, Blue Rooster. This transaction is in furtherance of private
investment decisions by the Joint Applicants' respective owners to combine their operations, and
to enable the Transferors' o\ryners to redeploy their capital into other ventures or investments.

               Following consummation of the proposed transfer of control, Norcast, Blue
Rooster, and Digital West will continue to provide service to their respective customers without
change in rates, terms, or conditions of service.


                                      Answer to Ouestion 20

Rule 63.18(p) Streamlined Processing

                 This application is eligible for streamlined processing under Section 63.12 of the
Commission's Rules, 47 CFR $ 63.12. because none of the exceptions to streamlined processing
specified by paragraph (c) of Section 63.12 applies. (This application is eligible for streamlined
processing under Section 63.03 of the Commission's Rules, 47 CFR $ 63.03, because the
proposed transaction would result in the transferee having a less than I0%o share in the interstate,
interexchange market, the transferee would provide competitive telephone exchange services or
exchange services, if any, exclusively in geographic areas served by a dominant local exchange
carrier that is not a party to the transactions, and none of the applicants is dominant with respect
to any service. See 47 C.F.R. $ 63.03(bX2XÐ.)
3533/0011X193736.v1



Document Created: 2019-04-08 22:58:29
Document Modified: 2019-04-08 22:58:29

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