September 21 Supplem

LETTER submitted by Digital West Networks, Inc.

Supplement to Application

2017-09-21

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

IBFS_ITCTC2017082900148_1279968

September 21, 2017

Marlene H. Dortch, Secretary
Federal Communications Commission
Office of the Secretary
445 12th Street, SW, Suite TW-A325
Washington, DC 20554

Attn: International Bureau

               Re:     IB File No. ITC-T/C-20170829-00148

               Norcast Communications Corporation (FRN 0008660763) (“Norcast”) and
Digital West Networks, Inc. (FRN 0024746711) (“Digital West”), collectively “Joint
Applicants,” hereby respectfully submit this supplement to their Joint Application to correct the
statement of the post-closing ownership structure of the involved entities to include identification
of an intermediate holding company that will directly hold 100% of the stock to the Transferee,
Digital West Networks, Inc., and to provide additional information relating to Farragut Capital
Partners.

I.     Section 63.18 (h) - Amended Description of Post-Transaction Ownership Structure

              Following consummation of the proposed transaction, the following entity will
hold 100% of the direct ownership and control interests in Norcast and, therefore, under the
Commission’s rules, will also be attributed with 100% indirect ownership or control interests in
Blue Rooster, Norcast’s wholly-owned subsidiary.

         Name and Address                Citizenship           Principal           Percentage Direct
                                                               Business               or Indirect
                                                                                     Ownership of
                                                                                   Norcast and Blue
                                                                                       Rooster
Digital West Networks, Inc.            United States      Telecommunications            100%
3620 Sacramento Drive, Suite 102
San Luis Obispo, CA 93401


               The following entity will hold 100% of the direct ownership and control interests
in Digital West Networks, Inc. following consummation of the proposed transaction and,


Marlene H. Dortch, Secretary
September 21, 2017
Page 2


therefore, under the Commission’s rules, will also be attributed with 100% ownership and
control interests in Norcast and Blue Rooster:

         Name and Address               Citizenship            Principal          Percentage Indirect
                                                               Business              Ownership of
                                                                                   Norcast and Blue
                                                                                       Rooster
Digital West Holdings, Inc.            United States       Holding Company              100%
3620 Sacramento Drive, Suite 102                            (non-operating)
San Luis Obispo, CA 93401


                The following persons and entities will hold 10% or greater direct ownership or
control interests in Digital West Holdings, Inc. following consummation of the proposed
transaction and, therefore, under the Commission’s rules, will also be attributed with 10% or
greater indirect ownership or control interests in Digital West, Norcast, and Blue Rooster:

         Name and Address               Citizenship            Principal          Percentage Indirect
                                                               Business              Ownership of
                                                                                     Digital West,
                                                                                   Norcast, and Blue
                                                                                       Rooster
Timothy L. Williams                    United States     Telecommunications              76%
4400 Airox Road
Santa Maria, CA 93455
Farragut Capital Partners              United States    Investment Management            15%
5425 Wisconsin Avenue, Suite 401,
Chevy Chase, MD 20815



              Farragut Capital Partners is managed by three individual partners: Philip A.
McNeill; Javier E. Aguirre; and G. Cabell Williams, III. Each of them is a U.S. citizen and the
mailing address for each of them is: 5335 Wisconsin Avenue, NW, Suite 920, Washington, DC
20015.

               No other person or entity will hold or be attributed with a 10% 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.

               With the exception of the foregoing, all information set forth in the application is
unchanged.


Marlene H. Dortch, Secretary
September 21, 2017
Page 3


                               Very truly yours,


                               s/ John L. Clark

                                John L. Clark

3533/001/X194304.v1



Document Created: 2017-09-21 19:54:06
Document Modified: 2017-09-21 19:54:06

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