SUPPLEMENT (2-7-19).

SUPPLEMENT submitted by Altice USA, Inc.

Supplemental Attachment

2019-02-07

This document pretains to ITC-T/C-20181221-00233 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2018122100233_1621513

                                        SUPPLEMENT

        Altice USA, Inc. (“Altice USA”) hereby supplements and updates its notices for pro forma
transfer of control of international Section 214 authorizations controlled by Altice USA (ITC-T/C-
20181221-00232 and ITC-T/C-20181221-00233). Attached please find an updated version of
Attachment 1 accompanying those notices reflecting an expanded response to Question 13 and
updated organizational charts with additional entity details.


                                               ATTACHMENT 1

        This filing notifies the Federal Communications Commission (“Commission”) pursuant to
Section 63.24(f) of the Commission’s rules of the pro forma transfer of control of several
international Section 214 authorizations controlled by Altice USA, Inc. (“Altice USA”). 1
Specifically, on November 27, 2018, Altice USA combined its two primary organizational silos
by transferring certain corporate subsidiaries that operate under the Suddenlink brand into the
corporate structure indirectly controlled by Altice USA’s wholly-owned subsidiary Cablevision
Systems Corporation. This restructuring did not change the ultimate ownership or control of Altice
USA, its subsidiaries, or the international 214 authorizations. As such, the transaction was pro
forma in nature.

Answer to Question 10

Section 63.18(c):

The name, title, address and telephone for an officer of, and additional contact point for the
applicants:

         David Connolly
         Executive Vice President, General Counsel and Secretary
         ALTICE USA, INC.
         1 Court Square West, 49th Floor
         Long Island City, NY 11101
         tel: (929) 418-4018
         fax: (929) 418-4699
         David.Connolly@AlticeUSA.com

with a copy to:

         David M. Didion
         JENNER & BLOCK LLP
         1099 New York Avenue, NW, Suite 900
         Washington, DC 20001
         tel: (202) 639-6082
         fax: (202) 639-6066
         ddidion@jenner.com



1
 Prior to the closing of the transaction, Altice USA applied for and received consent to the pro forma transfer of non-
common carrier radio licenses. See ULS File Nos. 0008385619, 0008385620, 0008385621, 0008385622, and
0008385623. Notification of consummation of those applications is being concurrently filed.


Section 63.18(d):

       Altice USA and its parents do not directly hold any international Section 214 authority.
Altice USA indirectly wholly owns and controls the following international Section 214
authorization holders subject to this reorganization. 2

    •    Cebridge Telecom Limited, LLC, a Delaware limited liability company, holds the
         following international Section 214 authorization subject to this pro forma transfer of
         control: ITC-214-20051216-00526

    •    Cebridge Telecom TX, L.P., a Delaware limited liability company, holds the following
         international Section 214 authorization subject to this pro forma transfer of control: ITC-
         214-20060330-00173

Answer to Question 11 – Section 63.18(h):

The name, address, citizenship, and principal business of each of Altice USA’s ten percent or
greater interest holders are:

Direct Ownership

Name:                      Next Alt S.à.r.l.
Address:                   5, rue Eugène Ruppert, L-2453 Luxembourg
Citizenship:               Luxembourg
Direct Interest:           73.47% of Altice USA
Principal Business:        Telecommunications and Cable Television

Indirect Ownership

Name:                      Next Luxembourg S.C.S.p.
Address:                   3, Boulevard Royal, L-2449 Luxembourg
Citizenship:               Luxembourg
Direct Interest:           100% of Next Alt S.à.r.l.
Principal Business:        Telecommunications and Cable Television

Name:                      Next Luxembourg Management G.P. S.à.r.l.
Address:                   3, Boulevard Royal, L-2449 Luxembourg
Citizenship:               Luxembourg


2
  Altice USA also indirectly controls one section 214 authorization not affected by this reorganization. Cablevision
Lightpath Inc., a Delaware limited liability company and fully-owned indirect subsidiary of Altice USA, holds the
following international Section 214 authorization not subject to this pro forma transfer of control: ITC-214-
19940128-00025.


                                                         2


Direct Interest:          100% of Next Luxembourg S.C.S.p (holds the sole unlimited partnership
                          unit)
Principal Business:       Telecommunications and Cable Television

Name:                     Patrick Drahi
Address:                  5, rue Eugène Ruppert, L-2453 Luxembourg
Citizenship:              Israel
Percentage Owned:         100% of Next Luxembourg Management G.P. S.à.r.l. and Next
                          Luxembourg S.C.S.p. (holds 100% of the limited partnership units)
Principal Business:       Telecommunications and Cable Television


Answer to Question 13

        This filing notifies the Commission pursuant to Section 63.24(f) of the Commission’s rules
of the pro forma transfer of control of international Section 214 authorizations held by Cebridge
Telecom Limited, LLC and Cebridge Telecom TX, L.P., and indirectly controlled by Altice USA.
On November 27, 2018, Altice USA combined its two primary organizational silos by transferring
certain corporate subsidiaries that operate under the Suddenlink brand into the corporate structure
indirectly controlled by Altice USA’s wholly-owned subsidiary Cablevision Systems Corporation.
The effect of these changes was to ultimately transfer Cebridge Telecom Limited, LLC and
Cebridge Telecom TX, L.P. from the current silo controlled by Cequel Corporation into the
existing organizational structure indirectly controlled by Cablevision Systems Corporation.
Ultimate ownership of the Section 214 authorization holders remains unchanged and the structure
of the authorization holders below Cequel Communications, LLC also remains the same post-
transaction. The reorganization transaction occurred through the following steps:

    1. Cequel Communications Holdings I LLC merged into Cablevision Systems Corporation,
       with Cablevision Systems Corporation surviving.

    2. Cequel Communications Holdings II, LLC merged into CSC Holdings, LLC, with CSC
       Holdings, LLC surviving. 3

        After completion of this transaction, the Cablevision and Suddenlink silos were combined
and resulted in both Cebridge Telecom Limited, LLC and Cebridge Telecom TX, L.P. being held
indirectly by Cablevision Systems Corporation and its subsidiary CSC Holdings, LLC, the existing
parents of Altice USA’s Cablevision licensee subsidiaries.



3
 The remaining entities controlled by Cequel Corporation subsequently underwent a series of internal transactions,
but because these entities did not control FCC licensees they are being omitted from the description and
organizational charts.



                                                         3


        The transaction is the regulatory definition of pro forma, as confirmed by the
Commission’s grant of consent for the pro forma transfer of certain non-common carrier radio
licenses in connection with this transaction. 4 Therefore, Altice USA certifies that the transaction
has not resulted in a substantial change in ultimate ownership and is pro forma under the
Commission’s rules. The Commission has stated that, in situations “where no substantial change
of control will result from the transfer or assignment, grant of the application is deemed
presumptively in the public interest.” 5




4
    See n.1, supra; see also 47 C.F.R. § 63.24(d), n.2.
5
 Fed. Communications Bar Ass’n’s Petition for Forbearance from Section 310(d) of the Communications Act
Regarding Non-Substantial Assignments of Wireless Licenses & Transfers of Control Involving Telecomms. Carriers,
Memorandum Opinion and Order, 13 FCC Rcd 6293, 6299 ¶ 2 (1998).


                                                          4


                Pre-Closing Organizational Chart1

                                 Altice USA Inc.



     Cablevision Systems                                   Cequel
        Corporation                                      Corporation


                                                   Cequel Communications
       CSC Holdings LLC
                                                        Holdings LLC
                  100% direct
                  and indirect

     Cablevision Licensee                          Cequel Communications
         Subsidiaries                                  Holdings I LLC


                                                   Cequel Communications
                                                       Holdings II, LLC


                                                         Cequel
                                                    Communications, LLC


                                         Cebridge Telecom
                                           Limited, LLC                1% indirect

                                                      99% direct

                                                    Cebridge Telecom TX,
                                                            L.P.




1   All ownership and control is 100% direct unless otherwise noted.


               Post-Closing Organizational Chart1

                                Altice USA Inc.



                             Cablevision Systems
                                Corporation




                               CSC Holdings LLC

           100% direct
           and indirect


     Cablevision Licensee                                Cequel
         Subsidiaries                               Communications, LLC


                                         Cebridge Telecom
                                           Limited, LLC                1% indirect

                                                       99% direct

                                                    Cebridge Telecom TX,
                                                            L.P.




1   All ownership and control is 100% direct unless otherwise noted.



Document Created: 2019-02-07 10:22:17
Document Modified: 2019-02-07 10:22:17

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