Public Notice TEL01903S

Accepted for Filing Streamlined Public Notice

International Telecommunications

2018-04-20

FCC.report > IB > Public Notices > TEL01903S

12 Filings Included [expand]

IBFS_PN_1377400

PUBLIC NOTICE FEDERAL COMMUNICATIONS COMMISSION 445 12th STREET S.W. WASHINGTON D.C. 20554 News media information 202-418-0500 Internet: http://www.fcc.gov (or ftp.fcc.gov) TTY (202) 418-2555 Report No. TEL-01903S Friday April 20, 2018 Streamlined International Applications Accepted For Filing Section 214 Applications (47 C.F.R. §§ 63.18, 63.24); Section 310(b) Petitions (47 C.F.R. § 1.5000) Unless otherwise specified, the following procedures apply to the applications listed below: The international Section 214 applications listed below have been found, upon initial review, to be acceptable for filing and subject to the streamlined processing procedures set forth in Section 63.12 of the Commission's rules, 47 C.F.R. § 63.12. These applications are for authority under Section 214 of the Communications Act, 47 U.S.C. § 214(a), to transfer control of an authorized carrier or to assign a carrier's existing authorization; and/or (b) to become a facilities-based international common carrier; and/or (c) to become a resale-based international common carrier. Pursuant to Section 63.12 of the rules, these Section 214 applications will be granted 14 days after the date of this public notice (see 47 C.F.R. § 1.4 regarding computation of time), and the applicant may commence operations on the 15th day, unless the Commission has informed the applicant in writing, within 14 days after the date of this public notice, that the application, on further examination, has been deemed ineligible for streamlined processing. Pursuant to Section 1.1910(b)(2) of the rules, action will be withheld on any application by any entity found to be delinquent in its debts to the Commission. Applicants should check the Red Light Display System's website at www.fcc.gov/redlight to determine if they are delinquent in a debt to the Commission and for information on how to pay the debt. Communications between outside parties and Commission staff concerning these applications are permitted subject to the Commission's rules for "permit-but-disclose proceedings." See 47 C.F.R. § 1.1206. An application can be removed from streamlined processing only in the sound discretion of Commission staff. The filing of comments or a petition to deny will not necessarily result in an application being deemed ineligible for streamlined processing. People with Disabilities: To request materials in accessible formats for people with disabilities (braille, large print, electronic files, audio format), send an e-mail to fcc504@fcc.gov or call the Consumer & Governmental Affairs Bureau at 202-418-0530 (voice), 1-888-835-5322 (tty). All applications listed are subject to further consideration and review, and may be returned and/or dismissed if not found to be in accordance with the Commission's rules, regulations, and other requirements. We request that comments on any of these applications refer to the application file number shown below. ITC-214-20180405-00073 E Voice Tele Services Inc International Telecommunications Certificate Service(s): Global or Limited Global Resale Service Application for authority to provide resale service in accordance with section 63.18(e)(2) of the Commission’s rules, 47 C.F.R. § 63.18(e)(2). ITC-214-20180405-00074 E Telecom2Go, LLC International Telecommunications Certificate Service(s): Global or Limited Global Facilities-Based Service, Global or Limited Global Resale Service Application for authority to provide facilities-based service in accordance with section 63.18(e)(1) of the Commission’s rules, and also to provide resale service in accordance with section 63.18(e)(2) of the Commission’s rules, 47 C.F.R. § 63.18(e)(1), (2). Page 1 of 5

ITC-214-20180412-00072 E sipIQ LLC International Telecommunications Certificate Service(s): Global or Limited Global Resale Service Application for authority to provide resale service in accordance with section 63.18(e)(2) of the Commission’s rules, 47 C.F.R. § 63.18(e)(2). ITC-ASG-20180226-00040 E Nicholville Telco LLC Assignment Current Licensee: Nicholville Telephone Co., Inc. FROM: Nicholville Telephone Co., Inc. TO: Nicholville Telco LLC Application filed for consent to the assignment of international section 214 authorization, ITC-214-20171229-00234, held by Nicholville Telephone Company, Inc. (Nicholville) to Nicholville Telco LLC (Nicholville Telco). Existing stockholders of Nicholville will contribute all of their ownership in Nichoville to Altas Connectivity LLC (Atlas) in exchange for shares of Atlas. Nicholville will then transfer all of its regulated assets, including all of its certificates, base of subscribers, liabilities, and contracts, to Nicholville Telco LLC (Nicholville Telco), a wholly-owned subsidiary of Atlas. Thereafter, Nicholville will be merged with and into Slic Network Solutions Inc. (Slic), with Slic being the surviving entity. Upon closing, Nicholville Telco will hold ITC-214-20171229-00234. Atlas is a Delaware limited liability company. 5LOOP, LLC (5LOOP), a Delaware limited liability company, will hold a 57.6% interest in Atlas. Management, employees, and existing Nicholville shareholders will hold a combined 34.5% interest in Atlas, but no individual will hold a ten percent or greater interest. Rock Island Capital Fund II, L.P. (RICF II), a Delaware partnership and a private equity fund manager, will hold a 76% interest in 5LOOP. Bradley Patteli and his family, all U.S. citizens, will hold the remaining 24% interest in 5LOOP. All voting interests in RICF II are controlled by RIC GP II, LLC (RIC GP II), the general partner of RICF II, a Delaware limited liability company. The managing members of RIC GP II are Patrick Hartman, Alfred Mattaliano and Michael Nugent, all U.S. citizens. M2 NY Pioneer Fund I, L.P. (M2 NY Pioneer), a Delaware limited partnership, holds 21.9% direct equity interest in RICF II. The New York State Common Retirement Fund (NYSCRF), a public pension plan, holds 100% equity interest in M2NY. Pioneer.Silver Star G.P., LLC (Silver Star), a Delaware limited liability company, is the general partner of M2 NY Pioneer, and holds all voting interests. Muller & Monroe Asset Management, LLC (Muller & Monroe), a Delaware limited liability company, is the managing partner of Silver Star. Andre Rice, a U.S. citizen, is the President of Muller & Monroe. Irwin C. Loud, III, Alfred D. Sharp, Shannon L. Warland and Marcia Markowitz are all managing directors of Muller & Monroe, and are U.S. citizens. No other individual or entity will hold a ten percent or greater direct or indirect equity or voting interest in Atlas or Slic. ITC-ASG-20180413-00075 E Alteva of Warwick LLC Assignment Current Licensee: Alteva Long Distance, Inc. FROM: Alteva Long Distance, Inc. TO: Alteva of Warwick LLC Application filed for consent to the assignment of international section 214 authorization, ITC-214-19931022-00192, held by Alteva LD Inc. (Alteva LD) to Alteva of Warwick (Alteva Warwick). Alteva LD and Alteva Warwick are both direct wholly-owned subsidiaries of Alteva, Inc. (Alteva), which is an indirect wholly-owned subsidiary of MBS Holdings, Inc. (MBS). The assignment will occur as part of a larger transaction in which Castle Intermediate Holdings, Inc. (Castle Intermediate Holdings) will acquire control of MBS and its affiliates, including Alteva. Pursuant to a March 1, 2018 Agreement and Plan of Merger, Castle Merger Sub, Inc. (Merger Sub), a direct subsidiary of Castle Intermediate Holdings formed to effectuate the transaction, will merge with MBS with MBS emerging as the surviving entity. As part of the transaction Alteva LD will be dissolved and its international 214 authorization will be assigned to Alteva Warwick. Upon closing, MBS will become a wholly-owned direct subsidiary of Castle Intermediate Holdings, and Alteva and Alteva Warwick will become indirect wholly-owned subsidiaries of Castle Intermediate Holdings. Castle Intermediate Holdings is a Delaware corporation. Castle Holdings Company, LLC (Castle Parent), a Delaware limited liability company, was formed to hold the investment of Court Square Capital Partners (Court Square), a New York equity firm, and members of MBS management in Castle Intermediate Holdings. Castle Parent will have 91-98% equity and 100% voting interests in Castle Intermediate Holdings. Members of MBS management will hold the remaining equity interest in Castle Intermediate Holdings. CSC Castle Holdings, L.P. (Castle Aggregator), will hold 91-98% equity interest in Castle Parent. Members of MBS management will hold the remaining equity interest in Castle Parent. Court Square Capital Partners III, L.P. (Partners III), a Delaware limited partnership, will hold a 96.82% equity interest in Castle Aggregator and Court Square Capital Partners (Executive) III, L.P. (Partners (Executive) III), a Delaware limited partnership, will hold a 3.18% equity interest in Castle Aggregator. Court Square Capital GP III, LLC (GP), is the sole general partner of Partners III, Partners (Executive) III and Castle Aggregator. The GP is owned by the investment professionals at Court Square and is managed and controlled by a Board of Managers (Board) composed of the following individuals: William Comfort, David Thomas, Michael Delaney, Joseph Silvestri, Ian Highet, John Weber, Christopher Bloise, Thomas McWilliams and John Civantos, each of whom was appointed in the limited liability company agreement of the GP and will continue to serve on the Board as long as they remain investment professionals at Court Square. Decisions of the Board, including designation of replacement members, are made by the approval of a majority of the board members. No other individual or entity will have a ten percent or greater direct or indirect ownership interest in Castle Intermediate Holdings or Alteva Warwick. Page 2 of 5

ITC-T/C-20180226-00039 E Slic Network Solutions, Inc. Transfer of Control Current Licensee: Slic Network Solutions, Inc. FROM: Nicholville Telephone Co., Inc. TO: Atlas Connectivity LLC Application filed for consent to the transfer of control of Slic Network Solutions Inc. (Slic), which holds international section 214 authorization ITC-21420171229-00233, from its 100% parent, Nicholville Telephone Company, Inc. (Nicholville), to Altas Connectivity LLC (Atlas). Existing stockholders of Nicholville will contribute all of their ownership in Nichoville to Atlas in exchange for shares of Atlas. Nicholville will transfer all of its regulated assets, including all of its certificates, base of subscribers, liabilities, and contracts, to Nicholville Telco LLC (Nicholville Telco), a wholly-owned subsidiary of Atlas. Thereafter, Nicholville will be merged with and into Slic, with Slic being the surviving entity. Upon closing, Slic will become a direct wholly-owned subsidiary of Atlas. Atlas is a Delaware limited liability company. 5LOOP, LLC (5LOOP), a Delaware limited liability company, will hold a 57.6% interest in Atlas. Management, employees, and existing Nicholville shareholders will hold a combined 34.5% interest in Atlas, but no individual will hold a ten percent or greater interest. Rock Island Capital Fund II, L.P. (RICF II), a Delaware partnership and a private equity fund manager, will hold a 76% interest in 5LOOP. Bradley Patteli and his family, all U.S. citizens, will hold the remaining 24% interest in 5LOOP. All voting interests in RICF II are controlled by RIC GP II, LLC (RIC GP II), the general partner of RICF II, a Delaware limited liability company. The managing members of RIC GP II are Patrick Hartman, Alfred Mattaliano and Michael Nugent, all U.S. citizens. M2 NY Pioneer Fund I, L.P. (M2 NY Pioneer), a Delaware limited partnership, holds 21.9% direct equity interest in RICF II. The New York State Common Retirement Fund (NYSCRF), a public pension plan, holds 100% equity interest in M2NY. Pioneer.Silver Star G.P., LLC (Silver Star), a Delaware limited liability company, is the general partner of M2 NY Pioneer, and holds all voting interests. Muller & Monroe Asset Management, LLC (Muller & Monroe), a Delaware limited liability company, is the managing partner of Silver Star. Andre Rice, a U.S. citizen, is the President of Muller & Monroe. Irwin C. Loud, III, Alfred D. Sharp, Shannon L. Warland and Marcia Markowitz are all managing directors of Muller & Monroe, and are U.S. citizens. No other individual or entity will hold a ten percent or greater direct or indirect equity or voting interest in Atlas or Slic. ITC-T/C-20180313-00052 E NTC International, Inc. Transfer of Control Current Licensee: NTC International, Inc. FROM: NTC Holding, Inc. TO: NTC Holding, Inc. Application filed for consent to the transfer of control of NTC International, Inc. (NTC), which holds international section 214 authorization ITC-214-20170309-00033, from Richard L. Mahfouz to Giuseppe Giurfa. NTC is a direct wholly-owned subsidiary of NTC Holding, Inc. (NTC Holding). Mr. Mahfouz is the sole owner of NTC Holding. Pursuant to a February 23, 2018 stock purchase agreement, Mr. Giurfa will acquire all of the stock interests in NTC Holding from Mr. Mahfouz. Upon closing NTC Holding will be directly held and controlled by Mr. Giurfa, and NTC will be indirectly held and controlled by Mr. Giurfa through his interest in NTC Holding. ITC-T/C-20180316-00057 E Momentum Telecom, Inc Transfer of Control Current Licensee: Momentum Telecom, Inc FROM: MBS Holdings, Inc. TO: Castle Intermediate Holdings, Inc. Application filed for consent to the transfer of control of Momentum Telecom, Inc. (Momentum), which holds international section 214 authorization ITC-214-20000814-00480, from its 100% indirect parent, MBS Holdings, Inc. (MBS), to Castle Intermediate Holdings, Inc. (Castle Intermediate Holdings). Pursuant to a March 1, 2018 Agreement and Plan of Merger, Castle Merger Sub, Inc. (Merger Sub), a direct subsidiary of Castle Intermediate Holdings formed to effectuate the transaction, will merge with MBS with MBS emerging as the surviving entity. Upon closing, MBS and Momentum will become, respectively, direct and indirect wholly-owned subsidiaries of Castle Intermediate Holdings. Castle Intermediate Holdings is a Delaware corporation. Castle Holdings Company, LLC (Castle Parent), a Delaware limited liability company, was formed to hold the investment of Court Square Capital Partners (Court Square), a New York equity firm, and members of MBS management in Castle Intermediate Holdings. Castle Parent will have 91-98% equity and 100% voting interests in Castle Intermediate Holdings. Members of MBS management will hold the remaining equity interest in Castle Intermediate Holdings. CSC Castle Holdings, L.P. (Castle Aggregator), will hold 91-98% equity interest in Castle Parent. Members of MBS management will hold the remaining equity interest in Castle Parent. Court Square Capital Partners III, L.P. (Partners III), a Delaware limited partnership, will hold a 96.82% equity interest in Castle Aggregator and Court Square Capital Partners (Executive) III, L.P. (Partners (Executive) III), a Delaware limited partnership, will hold a 3.18% equity interest in Castle Aggregator. Court Square Capital GP III, LLC (GP), is the sole general partner of Partners III, Partners (Executive) III and Castle Aggregator. The GP is owned by the investment professionals at Court Square and is managed and controlled by a Board of Managers (Board) composed of the following individuals: William Comfort, David Thomas, Michael Delaney, Joseph Silvestri, Ian Highet, John Weber, Christopher Bloise, Thomas McWilliams and John Civantos, each of whom was appointed in the limited liability company agreement of the GP and will continue to serve on the Board as long as they remain investment professionals at Court Square. Decisions of the Board, including designation of replacement members, are made by the approval of a majority of the board members. No other individual or entity will have a ten percent or greater direct or indirect ownership interest in Castle Intermediate Holdings or Momentum. Page 3 of 5

ITC-T/C-20180323-00064 E Everstream Solutions LLC Transfer of Control Current Licensee: Everstream Solutions LLC FROM: Everstream Holding Company LLC TO: Midwest Fiber Acquisition LLC Application filed for consent to the transfer of control of Everstream Solutions LLC (Solutions), which holds international section 214 authorization ITC-214-20160120-00027, from its direct 100% parent, Everstream Holding Company LLC (EHC), to Midwest Fiber Acquisition LLC (Midwest). Pursuant to a March 9, 2018 Unit Purchase Agreement, Midwest will acquire all of the limited liability membership units of Solutions from EHC. Upon closing, Solutions will become a direct wholly-owned subsidiary of Midwest. Midwest, a Delaware limited liability company, is wholly-owned by Midwest Fiber Holdings LP, a Delaware limited partnership. According to the anticipated ownership structure, Co-Investor Holdco, a Delaware entity, will hold a 90+% ownership in Midwest Fiber Holdings LP. Co-Investor Holdco will be wholly-owned by Midwest Fiber Intermediate US LP (MFI US), a Delaware limited partnership. Midwest Fiber Midco LP, a Delaware limited partnership, will hold a 74.8% interest in MFI US and AMP Capital Global Infrastructure Fund II A LP (GIF II A), a Luxembourg limited partnership, will hold the remaining 25.2% interest. Midwest Fiber Midco LP will be wholly owned by GIF Aggregator LP, a Delaware limited partnership. AMP Capital Global Infrastructure Fund II B LP (GIF II B), a Luxembourg limited partnership, will hold a 66.7% interest in GIF Aggregator LP, and AMP Capital Global Infrastructure Fund II C LP (GIF II C) will hold the remaining 33.3% interest. The following entities hold ten percent or greater direct and indirect ownership interests in the GIF II Funds: AMP Capital Global Investors Limited, an Australian investment fund (12%), AMP Life Limited, an Australian life insurance limited company (12%), PensionDanmark, a Denmark pension fund (16%), Pantheon G Infrastructure Opportunities LP, a Cayman Islands investment trust (25%), and Government Pension Investment Fund, a Cayman Islands fund (25%). AMP Capital Investors (GIF II GP) S.a.r.l (GIF II GP), a Luxembourg entity, will be the general partner of the following: GIF Fund A, GIF Fund B, GIF Fund C, GIF Aggregator LP, Midwest Fiber Midco LP, MFI US, Co-Investor Holdco, and Midwest Fiber Holdings LP. GIF II GP is wholly owned by AMP Capital Investors International Holdings Ltd. (AMP CIIH), an Australian limited company. AMP CIIH is wholly owned by AMP Capital Holdings Ltd. (AMP CHL), an Australian limited company. AMP CHL is owned as follows: AMP Holdings Ltd (AMP Holdings), an Australian investment entity (85%) and Mitsubishi UFJ Trust and Banking Corporation (15%), a Japanese investment company that is wholly owned by Mitsubishi UFJ Financial Group, Inc., a Japanese public company. AMP Holdings is wholly owned by AMP Group Holdings Ltd., an Australian limited company that is wholly owned by AMP Limited, a publicly-traded company in Australia. No other individual or entity is expected to hold a ten percent or greater ownership interest in Midwest and Solutions after closing. ITC-T/C-20180323-00065 E Everstream GLC Holding Company LLC Transfer of Control Current Licensee: Everstream GLC Holding Company LLC FROM: Everstream Holding Company LLC TO: Midwest Fiber Acquisition LLC Application filed for consent to the transfer of control of Everstream GLC Holding Company, LLC (Everstream GLC), which holds international section 214 authorization ITC-214-19970116-00027, from its direct 100% parent, Everstream Holding Company LLC (EHC), to Midwest Fiber Acquisition LLC (Midwest). Pursuant to a March 9, 2018 Unit Purchase Agreement, Midwest will acquire all of the limited liability membership units of Solutions from EHC. Upon closing, Everstream GLC will become a direct wholly-owned subsidiary of Midwest. Midwest, a Delaware limited liability company, is wholly-owned by Midwest Fiber Holdings LP, a Delaware limited partnership. According to the anticipated ownership structure, Co-Investor Holdco, a Delaware entity, will hold a 90+% ownership in Midwest Fiber Holdings LP. Co-Investor Holdco will be wholly-owned by Midwest Fiber Intermediate US LP (MFI US), a Delaware limited partnership. Midwest Fiber Midco LP, a Delaware limited partnership, will hold a 74.8% interest in MFI US and AMP Capital Global Infrastructure Fund II A LP (GIF II A), a Luxembourg limited partnership, will hold the remaining 25.2% interest. Midwest Fiber Midco LP will be wholly owned by GIF Aggregator LP, a Delaware limited partnership. AMP Capital Global Infrastructure Fund II B LP (GIF II B), a Luxembourg limited partnership, will hold a 66.7% interest in GIF Aggregator LP, and AMP Capital Global Infrastructure Fund II C LP (GIF II C) will hold the remaining 33.3% interest. The following entities hold ten percent or greater direct and indirect ownership interests in the GIF II Funds: AMP Capital Global Investors Limited, an Australian investment fund (12%), AMP Life Limited, an Australian life insurance limited company (12%), PensionDanmark, a Denmark pension fund (16%), Pantheon G Infrastructure Opportunities LP, a Cayman Islands investment trust (25%), and Government Pension Investment Fund, a Cayman Islands fund (25%). AMP Capital Investors (GIF II GP) S.a.r.l (GIF II GP), a Luxembourg entity, will be the general partner of the following: GIF Fund A, GIF Fund B, GIF Fund C, GIF Aggregator LP, Midwest Fiber Midco LP, MFI US, Co-Investor Holdco, and Midwest Fiber Holdings LP. GIF II GP is wholly owned by AMP Capital Investors International Holdings Ltd. (AMP CIIH), an Australian limited company. AMP CIIH is wholly owned by AMP Capital Holdings Ltd. (AMP CHL), an Australian limited company. AMP CHL is owned as follows: AMP Holdings Ltd (AMP Holdings), an Australian investment entity (85%) and Mitsubishi UFJ Trust and Banking Corporation (15%), a Japanese investment company that is wholly owned by Mitsubishi UFJ Financial Group, Inc., a Japanese public company. AMP Holdings is wholly owned by AMP Group Holdings Ltd., an Australian limited company that is wholly owned by AMP Limited, a publicly-traded company in Australia. No other individual or entity is expected to hold a ten percent or greater ownership interest in Midwest and Everstream GLC after closing. Page 4 of 5

ITC-T/C-20180326-00066 E ETCOM, LLC Transfer of Control Current Licensee: ETCOM, LLC FROM: Daniel M Bennett TO: RiverStreet Management Services, LLC Application filed for consent to the transfer of control of ETCOM, LLC (ETCOM), which holds international section 214 authorization ITC-214-19980226-00153, from Daniel M. Bennett to RiverStreet Management Services, LLC (RiverStreet). ETCOM is a wholly-owned subsidiary of Ellerbe Telephone Company (Ellerbe). Mr. Bennett is the sole owner of Ellerbe. RiverStreet will purchase 100% of the shares of Ellerbe from Mr. Bennett, thereby acquiring control of Ellerbe and ETCOM. RiverStreet, a North Carolina limited liability company, is a wholly-owned subsidiary of Wilkes Telephone Membership Corporation (WTMC), a North Carolina cooperative association. WTMC is owned by its member/subscribers and no single member/subscriber holds or controls more than 5% of WTMC's ownership interests. INFORMATIVE ITC-214-20180314-00054 Neutral Networks USA Inc. This application has been removed from Streamlined processing pursuant to Section 63.12(c)(3) of the Commission's rules. REMINDERS: 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. Page 5 of 5


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Document Modified: 2018-04-19 19:51:22
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