Attachment Attachment 1

This document pretains to ITC-T/C-20180116-00012 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2018011600012_1326834

ATTACHMENT 1 Answer to Question 10: (a) 47 C.F.R. § 63.18(c) - Answer to Question 10. The name, title, post office address and telephone number of the officer or contact person to whom correspondence concerning the application is to be addressed: For Transferor: Desda K. Hutchins, President LTC Holding Company, Inc. 136 South Main Street Post Office Box 130 Loretto, Tennessee 38469 Telephone: (931) 853-4351 Email: Desda@lorettotel.com With a copy to: Sylvia Lesse, Esq. Communications Advisory Counsel, LLC 5151 Wisconsin Avenue, NW Suite 311 Washington, DC, 20016 Telephone: (202) 333-5273 Email: sylvia@independent-tel.com For Transferee: Jimmy C. Blevins, Manager Kimberly M. Shepherd, Manager SkyBest Holding Company, LLC 1200 NC Highway 194 N Post Office Box 759 West Jefferson, North Carolina 28694 Telephone: (336) 877-1350 Email: jimmy.blevins@skyline.org Email: kim.shepherd@skyline.org With a copy to: Mark D. Wilkerson, Esq. Dana Billingsley, Esq. Wilkerson & Bryan, P.C. 405 South Hull Street

Montgomery, Alabama 36104 Telephone: (334) 265-1500 E-mail: mark@wilkersonbryan.com E-mail: dana@wilkersonbryan.com (b) 47 C.F.R. § 63.18(d) – Answer to Question 10. A statement as to whether the applicant has previously received authority under Section 214 of the Act and if so, a general description of the categories of facilities and services authorized: Transferor LTC Holding Company, Inc. (“LTC”) is a holding company and does not hold any Section 214 authority to provide telecommunications services; however, its wholly-owned subsidiary, Loretto Telephone Company, Inc. (“Loretto Telephone”), holds blanket domestic Section 214 authority to provide domestic telecommunications services. Subsidiary Loretto Communication Services, Inc. (“Loretto LD”) has existing international Section 214 authority under File No. ITC-214-20040726-00304 to provide resold global or limited global telecommunications services. Loretto LD also has Section 214 authority to provide domestic resold toll telecommunications services by virtue of the blanket authority granted by Section 63.01 of the Commission’s Rules, 47 C.F.R. § 63.01. As a holding company, Transferee SkyBest Holding Company, LLC (“SkyBest”) does not hold any Section 214 authority to provide telecommunications services; however, SkyBest is a direct, wholly-owned subsidiary of SkyBest Communications, Inc. (“SkyBest Communications”) and an indirect, wholly-owned subsidiary of SkyLine. SkyLine holds blanket domestic Section 214 authority to provide domestic telecommunications services; SkyBest Communications also has existing international Section 214 authority under File No. ITC-214-20000328-00157 to provide resold global or limited global telecommunications services and Section 214 authority to provide domestic resold toll telecommunications services by virtue of the blanket authority granted by Section 63.01 of the Commission’s Rules, 47 C.F.R. § 63.01. SkyLine subsidiary Chesnee Telephone Company, Incorporated (“Chesnee Telephone”) holds blanket domestic Section 214 authority to provide domestic

telecommunications services. Subsidiary Chesnee Long Distance, Inc. (“Chesnee LD”) also has existing international Section 214 authority under File No. ITC-214-19990903- 00581 to provide resold global or limited global telecommunications services and implicit Section 214 authority to provide domestic resold toll telecommunications services. Answer to Question 11: (c) 47 C.F.R. § 63.18(h) – Answer to Question 11. The name, address, citizenship and principal business of any person or entity that directly or indirectly owns at least ten percent (10%) of the equity of the applicant and the percentage of equity owned by each of those entities: Transferor: Name Voting Citizenship Principal Ownership Business Trust Under Will of Ralph J. 45% U.S. Investment Mgt. Passarella (the “Trust”), First Farmers and Merchants Bank of Columbia, Dawn Moore, Trustee Post Office Box 1148 816 South Garden Street Columbia TN 38402-1148 Louise Brown Family Limited Mgt. 24% U.S. Investment Mgt. Partnership, Desda K. Hutchins 1, President of Passarella GP, Inc., the General Partner 136 South Main Street Post Office Box 130 Loretto, Tennessee 38469 Louise Brown Family Limited 24% U.S. Investment Mgt. Partnership II, 1 Ms. Hutchins is also a beneficiary of the Trust, and holds an indirect derivative interest of less than 10% in Transferor by virtue of her individual ownership interests in both of the Louise Brown Family Limited Partnerships. Her siblings, Tanya Sandy and Anthony J. Passarella, are also beneficiaries of the Trust, and each holds indirect derivative interests of less than 10% in Transferor by virtue of their respective ownership interests in both of the Louise Brown Family Limited Partnerships. No other person or entity owns a derivative interest of 10% or more in the Transferor. Ms. Hutchins, Ms. Sandy and Mr. Passarella comprise the Board of Directors of the general partner of both limited partnerships, Passarella GP, Inc. Ms. Sandy and Mr. Passarella are U.S. citizens, and may be reached at 136 South Main Street, P.O. Box 130, Loretto, Tennessee 38469.

Desda K. Hutchins, President of Passarella GP, Inc., the General Partner 136 South Main Street Post Office Box 130 Loretto, Tennessee 38469 Ms. Moore and Ms. Hutchins are both U.S. citizens. Transferee: SkyBest is a 100% wholly-owned subsidiary of SkyBest Communications, which is a wholly-owned subsidiary of SkyLine. SkyLine is owned by its members/subscribers; no single member/subscriber owns or controls more than five percent (5%) of SkyLine’s equity. The address for SkyBest, SkyBest Communications and SkyLine is 1200 NC Highway 194 N, West Jefferson, North Carolina 28694. The principal business of both SkyLine and SkyBest Communications is telecommunications. Transferor and Transferee have no ownership or control over any provider of domestic or international telecommunications services other than the entities identified in this application. Answer to Question 12: (d) 47 C.F.R. § 63.18(h) – Answer to Question 12. Neither Transferor or Transferee nor any of their subsidiaries has interlocking directorates with a foreign carrier. Answer to Question 13: (e) Provide a narrative of the means by which the proposed transfer of control will take place. On December 27, 2017, Transferor and Transferee entered into a Stock Purchase Agreement whereby SkyBest will purchase, and LTC will sell, 100% of LTC’s outstanding common shares (totaling 100% of the corporation’s economic and voting ownership, as the preferred shares will have been redeemed prior to closing). As a result of the transaction, LTC will become a wholly-owned subsidiary of SkyBest, and LTC

and its subsidiaries, Loretto Telephone and Loretto LD, will become indirect subsidiaries of SkyLine. Answer to Question 14: (f) 47 C.F.R. § 63.18(i) – Answer to Question 14. A certification as to whether or not the applicant is, or is affiliated with, a foreign carrier. Neither Transferor or Transferee nor any of their subsidiaries is a foreign carrier or affiliated with a foreign carrier, nor will they become affiliated with a foreign carrier as a result of the proposed transaction. Answer to Question 15: (g) 47 C.F.R. §§ 63.18(j) – (m) – Answer to Question 15. A certification as to whether or not the applicant seeks to provide international telecommunications services to any destination country for which any of the following is true. (1) The applicant is a foreign carrier in that country; or (2) The applicant controls a foreign carrier in that country; or (3) Any entity that owns more than 25 percent of the applicant, or that controls the applicant, controls a foreign carrier in that country. (4) Two or more foreign carriers (or parties that control foreign carriers) own, in the aggregate, more than 25 percent of the applicant and are parties to, or the beneficiaries of, a contractual relation (e.g., a joint venture or market alliance) affecting the provision or marketing of international basic telecommunications services in the United States. Transferor and Transferee hereby certify that neither of them, nor any of their subsidiaries, is a foreign carrier in any destination country or controls a foreign carrier in any destination country, and none is affiliated with a foreign carrier or is owned, in whole or in part, by a foreign carrier. Transferor and Transferee further certify that neither of them, nor any of their subsidiaries, is in a contractual relationship with any foreign carrier affecting the provision or marketing of international basic telecommunications services in the United States. Loretto LD satisfies the requirements of 47 C.F.R. § 63.10(a)(1) to be presumptively classified as “non-dominant” for the provision of international telecommunications services. Answer to Question 20: (h) 47 C.F.R. § 63.18(p) – Answer to Question 20.

If the applicant desires streamlined processing pursuant to 47 C.F.R. § 63.12, a statement of how the application qualifies for streamlined processing. Transferor and Transferee request streamlined treatment of the application pursuant to 47 C.F.R. § 63.12 in that neither of them, nor any of their subsidiaries, is affiliated with a foreign carrier in a destination market and none has an affiliation with a dominant U.S. carrier whose international switched or private line services it seeks authority to resell (either directly or indirectly through the resale of another reseller’s services).


Document Created: 2018-01-16 12:06:30
Document Modified: 2018-01-16 12:06:30
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