Attachment Narrative Attachment

This document pretains to ITC-T/C-20181211-00225 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2018121100225_1589170

KVH Services Transfer Application Answer to Question 10 The name, title, post office address, and telephone number of the officer and any other contact point, such as legal counsel, to whom correspondence concerning the application is to be addressed. Bruce A. Olcott Jones Day 51 Louisiana Ave., N.W. Washington, DC 20001-2113 Office +1.202.879.3630 Mobile +1.703.216.3910 bolcott@jonesday.com Colt, through its subsidiaries, holds 214 authorizations, file numbers ITC-214-20010406-00170 and ITC-214-19980126-00043, each of which authorize the provision of Global Facilities-Based and Global Resale services. Answer to Question 11 The assignee, Colt Group S.A., is a wholly owned subsidiary of Lightning Investors Limited: Lightning Investors Limited Pembroke Hall 42 Crow Lane Pembroke Bermuda HM-19 Jurisdiction of Incorporation: Bermuda Principal Business: Holding Company SHM Lightning Investors LLC owns and controls approximately 71% of the issued share capital of Lightning Investors Limited. FIL Limited directly and indirectly owns and controls approximately 25% of the issued share capital of Lightning Investors Limited. SHM Lightning Investors LLC 255 State Street Boston, Massachusetts 02109 Principal Business: Telecommunications Holding Company Jurisdiction of Incorporation: Delaware

SHM Lightning Investors LLC is managed by Star Horizon Management LLC, which is controlled through various voting agreements by members of the family of Edward C. Johnson 3d (“Johnson Family”). SHM Lightning Investors LLC is owned by officers and senior employees of FMR LLC (a Delaware limited liability company doing business as Fidelity Investments), members of their families, including the Johnson Family, and trusts established for their benefit. FIL Limited Pembroke Hall 42 Crow Lane Pembroke Bermuda HM-19 Principal Business: asset management serving retail, wholesale and institutional investors Jurisdiction of Incorporation: Bermuda The largest holder of FIL’s outstanding voting stock is Pandanus Partners, L.P. (“Pandanus”). The ownership interest of Pandanus varies and can be anywhere from 25% - 48.5% of the interests of FIL. The ownership of Pandanus Partners L.P. is comprised of several entities and trusts for the benefit of descendants of the Johnson Family. Under the terms of the Pandanus partnership agreement, the voting of all FIL stock held by Pandanus is exclusively controlled by one of its general partners, Pandanus Associates, Inc. (“PAI”). On an individual basis no one person owns either directly or indirectly more than 25% of the voting stock of PAI. Therefore, on an individual basis no one person directly or indirectly owns or controls more than 25% of the voting stock of FIL. Answer to Question 13 With this application, Colt Group S.A. is seeking approval, nunc pro tunc, for the transfer of control of KVH Services LLC (“KVH”) to Colt. The transaction was consummated on December 22, 2014 as a result of an all-cash transaction valued at approximately $130 million in which Colt purchased all of the issued shares in KVH’s ultimate parent company, KVH Asia Limited. The transaction provided substantial public interest benefits because it enabled Colt to expand further its telecommunications services to its customers in the Asian market. In addition, on August 25, 2015, Colt changed KVH’s name to “Colt Technology Services LLC.” A diagram of the relevant portions of the transaction is provided as an Attachment to this narrative.

Answer to Question 14 Prior to the acquisition of KVH by Colt, Colt and its affiliates provided telecommunications services either directly or on a reseller basis in the following non-U.S. countries: ALGERIA Latvia ANGOLA LIBERIA ARGENTINA Liechtenstein AUSTRALIA Lithuania Austria Luxembourg BAHAMAS MALAYSIA BANGLADESH MALTA Belgium MEXICO BENIN MONACO Brazil MOROCCO Bulgaria Netherlands BURKINA FASO NEW ZEALAND BURUNDI NIGERIA CAMEROON Norway Canada OTHER CHILE PERU China Poland COLOMBIA Portugal CONGO Romania COTE D'IVOIRE RUSSIA Croatia Russian Federation CYPRUS RWANDA Czech Republic SCOTLAND Denmark SENEGAL Espanha SERBIA Estonia SIERRA LEONE Finland SINGAPORE France SLOVAKIA GAMBIA Slovenia Germany South Africa GHANA Spain Greece Swaziland GUINEA Sweden Hong Kong Switzerland Hungary THAILAND INDIA TOGO Ireland TUNISIA Israel Turkey Italy UGANDA IVORY COAST UKRAINE Japan United Kingdom KENYA VIETNAM KOREA, REPUBLIC OF

Answer to Question 15 Colt and its affiliates, including KVH, provides services either directly or on a reseller basis in the following non-U.S. countries: ALBANIA Israel ALGERIA Italy ANGOLA IVORY COAST Argentina Japan ASIA GLOB KENYA AUSTRALIA Korea AUSTRIA KOREA, REPUBLIC OF BAHAMAS Latvia BAHRAIN LIBERIA BELGIUM LIECHTENSTEIN BENIN Lithuania BOSNIA AND HERZEGOVINA LUXEMBOURG BRAZIL MALAYSIA Bulgaria MALTA BURKINA FASO MAURITIUS BURUNDI MEXICO CAMEROON MOLDOVA, REPUBLIC OF Canada MONACO CHILE MOROCCO China Netherlands COLOMBIA NEW ZEALAND CROATIA Norway CYPRUS PALESTINE, STATE OF CZECH REPUBLIC PERU Denmark PHILIPPINES EGYPT Poland Estonia PORTUGAL Finland ROMANIA FRANCE RUSSIA GAMBIA RUSSIAN FEDERATION GEORGIA RWANDA GERMANY SAUDI ARABIA GHANA SCOTLAND Gibraltar SERBIA Greece SIERRA LEONE GUERNSEY Singapore GUINEA SLOVAKIA Hong Kong SLOVENIA HUNGARY SOUTH AFRICA Iceland Spain India SWEDEN INDONESIA SWITZERLAND IRELAND Taiwan

Thailand Ukraine TOGO UNITED ARAB EMIRATES TUNISIA UNITED KINGDOM TURKEY VIETNAM UGANDA Answer to Question 16 Colt and its affiliates, including KVH, are non-dominant with respect to every destination country identified in Questions 14 and 15 pursuant to the criteria specified in Section 63.10 of the Commission’s rules. The US related business for Colt is extremely small, with less than 1% of Colt’s total revenue traffic relating to the US when compared with the remainder of the jurisdictions identified above. Consistent with this, Colt’s international telecommunications traffic that either originates or terminates in the United States constitutes substantially less than 50 percent of the total traffic between the United States and each foreign country that Colt serves. Colt and its affiliates do not have market power on the foreign end of any route and therefore could not affect competition adversely in the U.S. market. Further, Colt is not affiliated with any carrier that has market power or is a monopoly provider of communications services in a relevant market in a destination country. Colt therefore seeks a determination by the Commission that it should be treated as non-dominant with respect to all markets for international telecommunications services.

ATTACHMENT 1 Before: KVH Asia Ltd. (Bermuda) KVH Telecom Holdings SCRL (Belgium) KVH Co., Ltd. (Japan) KVH Services LLC (England) After: Colt Group S.A. (Luxembourg) KVH Asia Ltd. (Bermuda) KVH Telecom Holding SCRL (Belgium) Colt Technology Services Co., Ltd. (formerly named, KVH Co., Ltd.) (Japan) Colt Technology Services LLC (formerly named KVH Services LLC) (England)


Document Created: 2018-12-11 10:21:06
Document Modified: 2018-12-11 10:21:06
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