Public Notice TEL01927

International Telecommunications

Action Taken Public Notice

2018-09-27

FCC.report > IB > Public Notices > TEL01927

Filings Included

File NumberService
ITC-T/C-20180323-00064International Telecommunications
ITC-T/C-20180323-00065International Telecommunications
ITC-T/C-20180823-00171International Telecommunications
ITC-T/C-20180912-00173International Telecommunications
IBFS_PN_1539714

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 DA No. 18-989 Report No. TEL-01927 Thursday September 27, 2018 International Authorizations Granted Section 214 Applications (47 C.F.R. §§ 63.18, 63.24); Section 310(b) Petitions (47 C.F.R. § 1.5000) The following applications have been granted pursuant to the Commission’s streamlined processing procedures set forth in Section 63.12 of the Commission’s rules, 47 C.F.R. § 63.12, other provisions of the Commission’s rules, or procedures set forth in an earlier public notice listing applications accepted for filing. Unless otherwise noted, these grants authorize the applicants (1) to become a facilities-based international common carrier subject to 47 C.F.R. § 63.22; and/or (2) to become a resale-based international common carrier subject to 47 C.F.R. § 63.23; or (3) to exceed the foreign ownership benchmark applicable to common carrier radio licensees under 47 U.S.C. § 310(b). THIS PUBLIC NOTICE SERVES AS EACH NEWLY AUTHORIZED CARRIER'S SECTION 214 CERTIFICATE. It contains general and specific conditions, which are set forth below. Newly authorized carriers should carefully review the terms and conditions of their authorizations. Failure to comply with general or specific conditions of an authorization, or with other relevant Commission rules and policies, could result in fines and forfeitures. Petitions for reconsideration under Section 1.106 or applications for review under Section 1.115 of the Commission's rules in regard to the grant of any of these applications may be filed within thirty days of this public notice (see 47 CFR § 1.4(b)(2)). For additional information, please contact the FCC Reference and Information Center, Room CY-A257, 445 12th Street SW, Washington, D.C. 20554, (202) 418-0270. Page 1 of 6

ITC-T/C-20180323-00064 E Everstream Solutions LLC Transfer of Control Grant of Authority Date of Action: 09/21/2018 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. This authorization is without prejudice to the Commission's action in any other related pending proceedings. Page 2 of 6

ITC-T/C-20180323-00065 E Everstream GLC Holding Company LLC Transfer of Control Grant of Authority Date of Action: 09/21/2018 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. This authorization is without prejudice to the Commission's action in any other related pending proceedings. ITC-T/C-20180823-00171 E GreatCall, Inc. Transfer of Control Grant of Authority Date of Action: 09/21/2018 Current Licensee: GreatCall, Inc. FROM: GC Holding Company, LLC TO: Best Buy Co., Inc. Application filed for consent to the transfer of control of GreatCall, Inc. (GreatCall), which holds international section 214 authorization ITC-214-20130307-00069, from GC Holding Company, LLC (GC Holding Co.) to Best Buy Co., Inc. (Best Buy). Pursuant to a stock purchase agreement Best Buy will acquire 100% of the stock of GC Buyer, Inc. (GC Buyer), the direct 100% parent of GreatCall, from GC Holding Co. Immediately prior to the closing of the transaction, GC Holding Co. proposes to distribute a number of shares of GC Buyer stock representing in the aggregate a minority interest to certain members of GreatCall's management team in order to effectuate an existing holdback arrangement between GreatCall and such members of management. Following the distributions to management, Best Buy will acquire 100% of the stock of GC Buyer from GC Holding Co., and from those members of GreatCall's management who received distributions thereof. Upon consummation, GC Buyer and GreatCall will become wholly owned direct and indirect subsidiaries of Best Buy. Best Buy is a a publicly traded U.S. company which has only one class of issued and outstanding common stock. Upon closing, the following individual and entity will hold ten percent or greater direct and indirect equity and voting interests in Best Buy: (1) Richard M. Schulze, a U.S. citizen and founder and chairman emeritus of Best Buy holds approximately 14% of the common stock and voting interest; and (2) The Vanguard Group, Inc. (Vanguard), a company incorporated in Pennsylvania, holds approximately 11% of the common stock and voting interest. Vanguard is owned by its widely dispersed investing funds which in turn are owned by their investors. Mr. Schulze holds his interest in Best Buy both directly in his own name as well as through trusts and other entities, each of which is organized in the United States, but none of the trusts or entities holds a 10% or greater equity or voting interest in Best Buy. No other entity or individual holds 10% or greater equity or voting interest in Best Buy. This authorization is without prejudice to the Commission's action in any other related pending proceedings. Page 3 of 6

ITC-T/C-20180912-00173 E Schaller Telephone Company Transfer of Control Grant of Authority Date of Action: 09/26/2018 Current Licensee: Schaller Telephone Company FROM: Schaller Telephone Company TO: Schaller Telephone Company Notification filed September 12, 2018, of the pro forma transfer of control of Schaller Telephone Company (SCT), which holds international section 214 authorization ITC-214-20160210-00101, from current shareholders Joann L. Reimers and Matthew G. Reimers to Melissa M. Kestel, effective August 28, 2018. SCT is a family owned corporation and the transaction occurred from a family and corporate planning redemption event whereby the company redeemed all of the non-controlling shares held by Ms. Reimers and Mr. Reimers. As a result of the share redemption, the total percentage of ownership interest held directly and indirectly by Ms. Kerstel, the controlling shareholder and General Manager and responsible for day to day operations of STC, increased from 61.39% to 100%. Page 4 of 6

CONDITIONS APPLICABLE TO INTERNATIONAL SECTION 214 AUTHORIZATIONS (1) These authorizations are subject to the Exclusion List for International Section 214 Authorizations, which identifies restrictions on providing service to particular countries or using particular facilities. The most recent Exclusion List is at the end of this Public Notice. The list applies to all U.S. international carriers, including those that have previously received global or limited global Section 214 authority, whether by Public Notice or specific written order. Carriers are advised that the attached Exclusion List is subject to amendment at any time pursuant to the procedures set forth in Streamlining the International Section 214 Authorization Process and Tariff Requirements, IB Docket No. 95-118, 11 FCC Rcd 12884 (1996), para. 18. A copy of the current Exclusion List will be maintained in the FCC Reference and Information Center and will be available at http://transition.fcc.gov/ib/pd/pf/exclusionlist.html. It also will be attached to each Public Notice that grants international Section 214 authority. (2) The export of telecommunications services and related payments to countries that are subject to economic sanctions may be restricted. For information concerning current restrictions, call the Office of Foreign Assets Control, U.S. Department of the Treasury, (202) 622-2520. (3) Carriers shall comply with the requirements of Section 63.11 of the Commission's rules, which requires notification by, and in certain circumstances prior notification by, U.S. carriers acquiring an affiliation with foreign carriers. A carrier that acquires an affiliation with a foreign carrier will be subject to possible reclassification as a dominant carrier on an affiliated route pursuant to the provisions of Section 63.10 of the rules. (4) A carrier may provide switched services over its authorized resold private lines in the circumstances specified in Section 63.23(d) of the rules, 47 C.F. R. § 63.23(d). (5) Carriers shall comply with the "No Special Concessions" rule, Section 63.14, 47 C.F.R. § 63.14. (6) Carriers regulated as dominant for the provision of a particular communications service on a particular route for any reason other than a foreign carrier affiliation under Section 63.10 of the rules shall file tariffs pursuant to Section 203 of the Communications Act, as amended, 47 U.S.C. § 203, and Part 61 of the Commission's Rules, 47 C.F.R. Part 61. Carriers shall not otherwise file tariffs except as permitted by Section 61.19 of the rules, 47 C.F.R. § 61.19. Except as specified in Section 20.15 with respect to commercial mobile radio service providers, carriers regulated as non-dominant, as defined in Section 61.3, and providing detariffed international services pursuant to Section 61.19, must comply with all applicable public disclosure and maintenance of information requirements in Sections 42.10 and 42.11. (7) Carriers shall file annual circuit capacity reports required by Section 43.82. See http://www.fcc.gov/encyclopedia/circuit-capacity-report. (8) Carriers should consult Section 63.19 of the rules when contemplating a discontinuance, reduction or impairment of service. (9) If any carrier is reselling service obtained pursuant to a contract with another carrier, the services obtained by contract shall be made generally available by the underlying carrier to similarly situated customers at the same terms, conditions and rates. 47 U.S.C. § 203. (10) To the extent the applicant is, or is affiliated with, an incumbent independent local exchange carrier, as those terms are defined in Section 64.1902 of the rules, it shall provide the authorized services in compliance with the requirements of Section 64.1903. (11) Except as otherwise ordered by the Commission, a carrier authorized here to provide facilities-based service that (i) is classified as dominant under Section 63.10 of the rules for the provision of such service on a particular route and (ii) is affiliated with a carrier that collects settlement payments for terminating U.S. international switched traffic at the foreign end of that route may not provide facilities-based switched service on that route unless the current rates the affiliate charges U.S. international carriers to terminate traffic are at or below the Commission's relevant benchmark adopted in International Settlement Rates, IB Docket No. 96-261, Report and Order, 12 FCC Rcd 19806 (1997). See also Report and Order on Reconsideration and Order Lifting Stay in IB Docket No. 96-261, FCC 99-124 (rel. June 11, 1999). For the purposes of this rule, "affiliated" and "foreign carrier" are defined in Section 63.09. (12) Carriers shall comply with the Communications Assistance for Law Enforcement Act (CALEA), see 47 C.F.R. §§ 1.20000 et seq. (13) Every carrier must designate an agent for service Page in the District 5 of 6of Columbia. See 47 U.S.C. § 413, 47 C.F.R. §§

(13) Every carrier must designate an agent for service in the District of Columbia. See 47 U.S.C. § 413, 47 C.F.R. §§ 1.47(h), 64.1195. Exclusion List for International Section 214 Authorizations The following is a list of countries and facilities not covered by grant of global Section 214 authority under Section 63.18(e)(1) of the Commission's Rules, 47 C.F.R. § 63.18(e)(1). Carriers desiring to serve countries or use facilities listed as excluded hereon shall file a separate Section 214 application pursuant to Section 63.18(e)(3) of the Commission's Rules. See 47 C.F.R. § 63.22(c). Countries: None. Facilities: Any non-U.S.-licensed space station that has not received Commission approval to operate in the U.S. market pursuant to the procedures adopted in the Commission's DISCO II Order, IB Docket No. 96-111, Report and Order, FCC 97-399, 12 FCC Rcd 24094, 24107-72 paragraphs 30-182 (1997) (DISCO II Order). Information regarding non-U.S.-licensed space stations approved to operate in the U.S. market pursuant to the Commission's DISCO II procedures is maintained at http://transition.fcc.gov/bureaus/ib/sd/se/market_acess.html. This list is subject to change by the Commission when the public interest requires. The most current version of the list is maintained at http://transition.fcc.gov/ib/pd/pf/exclusionlist.html. For additional information, contact the International Bureau's Telecommunications and Analysis Division, (202) 418-1480. Page 6 of 6


Document Created: 2018-09-26 15:33:26
Document Modified: 2018-09-26 15:33:26
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