Public Notice TEL01657NS

Accepted for Filing Non-Streamlined Public Notice

International Telecommunications

2014-02-19

FCC.report > IB > Public Notices > TEL01657NS

Filings Included

File Number	Service
ISP-PDR-20131218-00013	International Telecommunications

IBFS_PN_1035786

ISP-PDR-20131218-00013 E TeleGuam Holdings, LLC
Petition for Declaratory Ruling
TeleGuam Holdings, LLC ("TeleGuam" or "the Petitioner") has filed a petition with the Commission for a declaratory ruling ("Petition")
pursuant to section 310(b)(4) of the Communications Act of 1934, as amended (the "Act"), 47 U.S.C. § 310(b)(4), and section 1.990(a)(1) of the
Commission's rules, 47 C.F.R. § 1.990(a)(1), that it would serve the public interest to continue to permit foreign ownership in its controlling
U.S.-organized parent company, AP TeleGuam Holdings, Inc. ("AP TeleGuam") in excess of the 25 percent foreign ownership benchmark in
section 310(b)(4). According to the Petition, TeleGuam holds three common carrier wireless licenses (cellular, broadband PCS and AWS).
TeleGuam states that it has filed the instant Petition in connection with the pro forma assignment of the wireless licenses to TeleGuam from its
subsidiary, Pulse Mobile, LLC, which occurred in 2012. See ULS File No. 0005297441. It notes that the Commission previously issued a
section 310(b)(4) ruling to Pulse Mobile, LLC in 2011, when the Commission approved the transfer of control of TeleGuam and its subsidiaries
to AP TeleGuam. See Public Notice, DA 11-1005, 26 FCC Rcd 7928 (WCB/Int'l Bur./WTB 2011).

TeleGuam is a Delaware limited liability company that is wholly owned and controlled by AP TeleGuam, a Delaware corporation. According to
the Petition, AP TeleGuam has three shareholders with a 10 percent or greater direct interest: (1) AP Cayman Partners II, L.P. ("AP Cayman"), a
Cayman Islands limited partnership (24.73% equity and voting interest); (2) Advantage Partners IV, ILP ("Advantage Partners IV"), a Japan
limited partnership (42.08% equity and voting interest); and (3) Japan Ireland Investment Partners, an Ireland corporation (25.52% equity and
voting interest). Each of these shareholders has a vertical ownership chain that includes a series of intermediate, foreign-organized entities, each
of which holds a direct or indirect controlling interest in the shareholder. The Petitioner states that the remaining 7.67 percent of AP TeleGuam
is held by an employee sponsored investment partnership organized in Japan (2.81%); a U.S.-organized investment partnership ("U.S.
Partnership") that is under common control with AP Cayman and is wholly owned by foreign citizens (4.64%); and three U.S. citizens who hold
management positions with TeleGuam (collectively, 0.22%).

According to the Petition, ultimate control of AP Cayman (and of U.S. Partnership) is held indirectly by Mr. Douglas Stringer, a U.S. citizen.
The Petition states that no single individual has a controlling interest in Advantage Partners IV or Japan Ireland Investment Partners. Voting
control of Advantage Partners IV and Japan Ireland Investment Partners is held collectively by four individuals that own 100 percent of
Advantage Partners, LLP, a Japanese limited liability partnership that holds an indirect, controlling interest in Advantage Partners IV and Japan
Ireland Investment Partners. Two of these individuals, Richard L. Folsom, a U.S. citizen, and Taisuke Sasanuma, a Japanese citizen, each owns
43.4 percent of Advantage Partners, LLP, and the remaining 13.2 percent is owned by two U.S. and foreign citizens (each holding interests of
less than ten percent). According to the Petition, Stanley Emmett Thomas, III, a U.S. citizen and Hong Kong resident, is the sole director of AP
TeleGuam and has de facto control over TeleGuam as the individual in control of AP TeleGuam.

The vast majority of the equity interests in AP Cayman and Advantage Partners IV (99.9%) are held by their U.S. and foreign limited partners,
none of which has an equity interest of 10% or greater in AP Cayman or Advantage Partners IV. Petitioner states that all limited partnership
interests are insulated according to the requirements in section 1.993 of the rules. Petitioner also states that 99 percent of the equity investment
in Japan Ireland Investment Partners is held indirectly by the owners of Advantage Partners, LLP.

Pursuant to section 1.991(i) of the rules, the Petitioner requests that the Commission specifically approve the following foreign equity and voting
interests held directly or indirectly in AP TeleGuam:

AP Cayman Partners II, L.P. 24.73% equity and voting interest
Advantage Partners IV, ILP 42.08% equity and voting interest
Japan Ireland Investment Partners 25.52% equity and voting interest
AP Cayman Partners II General Partner, L.P. 29.37% voting
Cayman Capital Management II, Inc. 29.37% voting
AP IV GP Partnership 42.08% voting
AP IV GP Co., LTD 42.08% voting
Japan Ireland Investment Partners, LTD 25.52% equity and voting interest
AP5 Co., Ltd. 25.52% equity and voting interest
Advantage Partners, LLP 25.52% equity and 67.6% voting interest
Taisuke Sasanuma 11.11% equity and 29.3% voting

TeleGuam asserts that the public interest would be served by permitting foreign ownership of its controlling U.S. parent, AP TeleGuam, to
exceed the 25 percent benchmark in section 310(b)(4) of the Act, as the Commission previously found with respect to its predecessor-in-interest,
Pulse Mobile, LLC.

Interested parties may file comments on or before March 5, 2014, and reply comments on or before March 12, 2014.

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REMINDER:

Applicants must certify that neither the applicant nor any party to the application is subject to a denial of federal benefits
by federal and/or state courts under authority granted in 21 U.S.C. § 862. See 47 C.F.R. §§ 1.2001–.2003.

An updated version of Section 63.09-.25 of the rules, and other related sections, is available at
http://www.fcc.gov/ib/pd/pf/telecomrules.html

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Document Created: 2014-02-18 16:27:30
Document Modified: 2014-02-18 16:27:30

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