Attachment Pro Forma Notice

This document pretains to ITC-T/C-20180104-00002 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2018010400002_1324196

Ronald W. Del Sesto, Jr. Danielle Burt ronald.delsesto@morganlewis.com danielle.burt@morganlewis.com January 4, 2018 VIA IBFS Marlene Dortch, Secretary Federal Communications Commission Office of the Secretary 445 12th Street, S.W. Room TW-A325 Washington, DC 20554 Attn: International Bureau Re: Notice of Pro Forma Transfer of Control of an International Section 214 Authorization Holder Dear Ms. Dortch: Hunt Telecommunications, LLC (“Hunt” or “Licensee”); and Uniti Group Inc. (“Uniti Group”) (together, the “Parties”), pursuant to 47 C.F.R. § 63.24(f), notify the Commission of the pro forma transfer of control of Hunt and its international Section 214 authorization (“Authorization”). Specifically, the pro forma change occurred on December 31, 2017 as a result of an internal restructuring whereby Hunt’s membership interests were transferred from Uniti Holdings LP to Uniti Fiber Holdings, Inc., resulting in Uniti Fiber Holdings, Inc. becoming the direct parent of Hunt (the “Pro Forma Change”). The Pro Forma Change did not change the ultimate owner of the Licensee, which continues to be a wholly-owned indirect subsidiary of Uniti Group. Charts illustrating the pre- and post-Pro Forma Change are appended hereto as Attachment 2. Information Required by Section 63.24(f)(2) As required by Section 63.24(f)(2), the Parties provide the following information required by Sections 63.18(a) through (d) and (h): Section 63.18(a): Name, address and telephone number of the Parties: Uniti Group Inc. (FRN 0024594681) 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 (501) 850-0820 Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, NW Washington, DC 20004 +1.202.739.3000 United States +1.202.739.3001

January 4, 2018 Page 2 Hunt Telecommunications, LLC (FRN: 0011210416) 107 St. Francis Street, STE 1800 Mobile, AL 36602 (251) 662-1170 Section 63.18(b): Organization of the Parties: Uniti Group is a Maryland corporation. Hunt is a Louisiana limited liability company. Section 63.18(c): Correspondence concerning this filing should be sent to counsel for the Parties: Ronald W. Del Sesto, Jr. Danielle Burt Morgan, Lewis & Bockius LLP 1111 Pennsylvania Avenue, N.W. Washington, DC 20006-1806 202-739-3000 (Tel) 202-739-3001 (Fax) ronald.delsesto@morganlewis.com danielle.burt@morganlewis.com Section 63.18(d): The Parties hold the following international Section 214 authorities: The Licensee holds presumptive blanket domestic Section 214 authority pursuant to 47 C.F.R. § 63.01. Its subsidiary Nexus Systems, Inc. also holds presumptive blanket domestic Section 214 authority pursuant to 47 C.F.R. § 63.01. Hunt is authorized to provide international telecommunications services on a global or limited global facilities-based or resale basis through authority granted in ITC-214- 20140114-00010. Uniti Group does not hold any Section 214 authorization. Sections 63.18(h): See Attachment 1 for a description of the ownership of the Parties. See Attachment 2 for charts of the pre- and post-Pro Forma Change. The Parties certify that the Pro Forma Change described herein was pro forma and that, together with all previous pro forma transactions, did not result in a change in the actual controlling party of the Licensee or Authorization. * * * *

January 4, 2018 Page 3 This notification letter is being filed electronically via MyIBFS. Please direct any questions to the undersigned. Sincerely, /s/ Ronald W. Del Sesto, Jr. Ronald W. Del Sesto, Jr. Danielle Burt Counsel for the Parties cc: Jeffrey Strenkowski

ATTACHMENT 1 Answer to Question 11 - Section 63.18(h) Ownership Information The following entities currently hold or control a 10 percent or greater, direct or indirect ownership interest in Hunt Telecommunications, LLC (“Hunt”): Name: Uniti Fiber Holdings, Inc. Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: 100% directly in Hunt Citizenship: Delaware Principal Business: Holding Company Name: Uniti Holdings LP Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: 100% directly in Unit Fiber Holdings, Inc. (100% indirectly in Hunt) Citizenship: Delaware Principal Business: Holding Company Name: Uniti Holdings GP, LLC Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: Non-economic General Partner in Uniti Holdings LP (100% indirectly in Hunt) Citizenship: Delaware Principal Business: Holding Company Name: Uniti Group, LP Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: 100% directly in Uniti Holdings GP, LLC and Uniti Holdings LP (100% indirectly in Hunt) Citizenship: U.S. Principal Business: Holding Company Name: Uniti Group LP LLC Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: 1% directly in Uniti Group, LP Citizenship: U.S. Principal Business: Holding Company

Name: Uniti Group Inc. (NASDAQ: UNIT) Address: 10802 Executive Center Drive Benton Building, Suite 300 Little Rock, AR 72211 Ownership: General Partner and 99% direct ownership in Uniti Group LP (thus, 100% indirectly in Hunt) Citizenship: Maryland Principal Business: Real Estate Investment Trust To the Parties’ knowledge, no other person or entities currently owns or controls a 10 percent or greater, direct or indirect ownership interest in Hunt. Answer to Question 12 - Section 63.18(h) Interlocking Directorates The Parties do not have any interlocking directorates with a foreign carrier. Answer to Question 13 - Description of Transfer The pro forma change occurred on December 31, 2017 as a result of an internal restructuring whereby the membership interests of Hunt were transferred from Uniti Holdings LP to Uniti Fiber Holdings, Inc., resulting in Uniti Fiber Holdings Inc. becoming the direct parent of Hunt. The pro forma transfer did not change the ultimate owner of Hunt, which continues to be a wholly-owned indirect subsidiary of Uniti Group Inc.

ATTACHMENT 2 Pre- and Post-Organizational Charts

Attachment 2 Pre-Transaction Chart Shareholders Uniti Group Inc. (NASDAQ: UNIT) Uniti Group LP LLC Talk America Services, LLC 1% LP 99% GP Uniti Group LP Uniti Holdings LP Uniti Holdings GP, LLC CSL Capital, LLC (noneconomic general partner) CSL National GP, LLC Transferred to 99% LP Uniti Fiber Hunt Uniti Fiber 1% GP Holdings-TC LLC Telecommunications, LLC Holdings, Inc. CSL National, LP Tower Southern Uniti Fiber Cloud, Inc. Light, LLC LLC Nexus PEG Bandwidth Contact CSL Georgia CSL Kentucky CSL Georgia Systems, Inc. Operating Companies Network, LLC System, LLC System, LLC Realty, LLC Unless otherwise indicated all ownership percentages are 100%. Licensed in one or more jurisdictions. Not licensed in any jurisdiction.

Post-Transaction Chart Shareholders Uniti Group Inc. (NASDAQ: UNIT) Uniti Group LP LLC Talk America Services, LLC 1% LP 99% GP Uniti Group LP Uniti Holdings LP Uniti Holdings GP, LLC CSL Capital, LLC (noneconomic general partner) CSL National GP, LLC 99% LP Uniti Fiber Uniti Fiber 1% GP Holdings-TC LLC Holdings, Inc. CSL National, LP Tower Hunt Southern Uniti Fiber Cloud, Inc. Telecommunications, LLC Light, LLC LLC Nexus PEG Bandwidth Contact CSL Georgia CSL Kentucky CSL Georgia Systems, Inc. Operating Companies Network, LLC System, LLC System, LLC Realty, LLC Unless otherwise indicated all ownership percentages are 100%. Licensed in one or more jurisdictions. Not licensed in any jurisdiction.

VERIFICATION

Verification I, Jeffrey Strenkowski, state that I am Vice President, Deputy General Counsel of Governmental Affairs of Uniti Group Inc. and Hunt Telecommunications, LLC (together, the "Parties"); that I am authorized to make this Verification on behalf of the Parties; that the foregoing filing was prepared under my direction and supervision; and that the contents are true and correct to the best of my knowledge, information and belief. I declare under penalty of perjury that the foregoing is true and correct. Executed this 11 day of January 2018. Jeffrey R. Sttt<lkowski Vice President, Deputy General Counsel of Governmental Affairs Uniti Group Inc. Hunt Telecommunications, LLC


Document Created: 2018-01-04 17:33:03
Document Modified: 2018-01-04 17:33:03
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