Attachment Attachment 1

This document pretains to ITC-T/C-INTR2018-10418 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTCINTR201810418_1584430

Attachment 1 FCC Form 214 Page 1 of 4 ANSWER TO QUESTION 10 Information for Transferor, Transferee and Section 214 Holder Transferors Herman C. Roark, Jr. P. O. Box 171 Comfort, Texas 78013 Phone: (830) 995-3891 E-mail: hroark@htc.net Curtis H. Hunt 188 Northwest Hills Drive Kerrville, TX 78028 Phone: (830) 257-5585 E-mail: curtis.hunt37@gmail.com Section 214 Holder1 Border to Border Communications, Inc. Herman C. Roark, Jr., President 2123 Sidney Baker St. Kerrville, TX 78028 Phone: (956) 936-2000 E-mail: herman.roark@border2border.com Legal Counsel Keith E. Gamel and James T. Howard Naman, Howell, Smith & Lee, PLLC 8310 N. Capital of Texas Hwy., Suite 490 Austin, Texas 78731 Phone: 512-807-2466 E-mail: Gamel@namanhowell.com Transferee: Dustin J. Hilliary, Managing Member Hilliary Acquisition B2B, LLC 1 On November 16, 2018, Frontera Telecommunications, Inc., Border’s affiliate, and Border filed a notification of the pro forma assignment of the subject 214 International Authorization to Border, as a result of a merger under Texas State law. See File No. ITC-ASG-20181116-00212. Both Frontera and Border are wholly owned by Curtis H. Hunt and Herman C. Roark, Jr. The subject notification has not yet appeared on Public Notice.

Attachment 1 FCC Form 214 Page 2 of 4 P.O. Box 171 #1 Big Rock Boulevard Medicine Park, OK 73557 Phone: (580) 529-5000 E-mail: dustin.hilliary@hillcom.net Legal Counsel Carri Bennet Womble Bond Dickinson (US) LLP 1200 Nineteenth Street, NW, Suite 500 Washington, DC 20036 Phone: (202) 857-4519 E-mail: carri.bennet@wbd-us.com • Transferors, Curtis H. Hunt (FRN 0012466488) and Herman C. Roark, Jr. (FRN 0012466587) (collectively “Transferors”) are both citizens of the United States and each hold a 50 percent interest in Border. • Border to Border Communications, Inc. (“Border”), the International 214 Authorization holder (ITC-214-20010126-00053), FRN: 000167735, is a domestic corporation organized under the laws of the State of Texas. Border is owned 50% by Curtis H. Hunt and 50% by Herman C. Roark, Jr.2 • Hilliary Acquisition B2B, LLC (“Hilliary” or “Transferee”; FRN 0027988831) is an Oklahoma holding company with its principal office in Medicine Park, Oklahoma. Hilliary is owned by Edward E. Hilliary, Jr. (FRN 0017195116), Dustin J. Hilliary (FRN 0017195173), Michael J. Hilliary (FRN 0017195207), and Douglas J. Hilliary (FRN 0017195132) with each holding a 25 percent interest. Each interest holder is a United States citizen. • Border has not previously received any International Section 214 authority other than the International Section 214 authority that is the subject of this application (ITC-214-20010126- 00053). Border’s authority is to provide international facilities-based or resale services. • Neither Hilliary nor its owners has previously received any International Section 214 authority on its own behalf. ANSWER TO QUESTION 11 Border, the International 214 holder, is owned 50 percent by Curtis H. Hunt and 50 percent by Herman C. Roark, Jr. There are no other ten percent or greater direct and indirect shareholders or other equity holders as set forth below: 2 See supra note 1.

Attachment 1 FCC Form 214 Page 3 of 4 Herman C. Roark, Jr. FRN 0012466587 P. O. Box 171 Comfort, Texas 78013 Principal Business: President and Director of Telecommunications Corporation Percent Equity Ownership: 50% Citizenship: U.S.A Curtis H. Hunt FRN 0012466488 188 Northwest Hills Drive Kerrville, TX 78028 Principal Business: Secretary and Director of Telecommunications Corporation Percent Equity Ownership: 50% Citizenship: U.S.A Following the consummation of the transfer of control proposed in this application, Border will be 100 percent owned by Hilliary. The name, address, citizenship, and principal business of Hilliary’s ten percent or greater direct and indirect shareholders or other equity holders is set forth below: Edward E. Hilliary, Jr. 931 NE Brown Elgin, OK 73538 Principal Business: Telecommunications Percentage of equity: 25% Citizenship: U.S.A Dustin J. Hilliary #1 Hilliary Dr. Lawton, OK 73507 Principal Business: Telecommunications Percentage of equity: 25% Citizenship: U.S.A Michael J. Hilliary P.O. Box 223 Medicine Park, OK 73507 Principal Business: Telecommunications Percentage of equity: 25% Citizenship: U.S.A Douglas J. Hilliary , 4052 NW Tackle Box Road Lawton, OK 73507 Principal Business: Telecommunications Percentage of equity: 25%

Attachment 1 FCC Form 214 Page 4 of 4 Citizenship: U.S.A Neither the Applicant nor Hilliary have any interlocking directorates with a foreign carrier. ANSWER TO QUESTION 13 Border is the holder of an International 214 authorization granted under file number ITC- ITC-214- 20010126-00053.3 There are presently 2,000 shares of Common Stock (with no par value) issued and outstanding of Border owned 50 percent by Curtis H. Hunt and 50 percent by Herman C. Roark, Jr. The present application seeks FCC consent for the transfer of control of Border and the International 214 authorization held by Border from the Transferors to Hilliary, an Oklahoma limited liability holding company that was newly formed to acquire a controlling interest in Border, a Texas corporation. A separate application has been filed with the Wireless Competition Bureau through the ECFS seeking FCC approval for the transfer of control of the Domestic 214 Authorization held by Border to Hilliary (WC Docket 18-343). See Public Notice, DA 18-1215, November 29, 2018. In addition, a separate application has been filed with the Wireless Telecommunications Bureau through ULS seeking Commission consent to the transfer of control of Border’s FCC licenses including the following Call Signs: KNLM716, (CR), KNLN510 (CB-BETRS), WQCM494 (WZ- Lower C Band, CMA670, Texas 19 -Atascosa), WQJH853 (NN 3650-3700 MHz) and WQXF465 (NN 3650-3700 MHz). See File No. 0008429416. Hilliary is a holding company with its principal office at P.O. Box 171, #1 Big Rock Boulevard Medicine Park, OK 73557. The principal business of Hilliary is a holding company of entities providing telephone and broadband telecommunications service. The proposed transaction will involve the purchase by Hilliary of the 2,000 shares of Common Stock of Border issued and outstanding, 1000 shares owned by Mr. Hunt and 1000 shares owned Mr. Roark, Jr. Upon consummation, Hilliary will own 100 percent of Border. Dustin J. Hilliary is the Managing Member of Hilliary. Hilliary does not offer domestic telecommunications services. ANSWER TO QUESTION 20 This application qualifies for streamlined processing because none of the parties hereto are affiliated with any foreign carrier nor is any party affiliated with any dominant U.S. carrier whose international switched or private line services is being resold. 3 See supra note 1.


Document Created: 2018-11-30 16:08:38
Document Modified: 2018-11-30 16:08:38
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