Attachment Motient TMI transact

This document pretains to SAT-ASG-20010302-00017 for Assignment on a Satellite Space Stations filing.

IBFS_SATASG2001030200017_935537

                                                                                         RECEIVED
                                                                                           oct — 9 2001
ImoTIent               P
wWwwWw.MmMoTIENT.com                                                                  FEDERAL COMMUNICATIONS COMMIS@an
                                                                                            OFFICE OF THE SECRETARY
                                               October 9, 2001

     Via Hand Delivery                                            —       5.   amal
     Ms. Magalie Roman Salas                                     Aecevel
     Secretary
     Federal Communications Commission                            oct 1 5 2001
     445 12"" Street, SW
     Washington, DC 20054

            RE:     Motient Services Inc. and Mobile Satellite Ventures Subsidiary LLC;
                    File NoM!
                    TMI Communications and Company, Limited Partnership
                    File No. SES—ASG—20010116—00099 et. al

     Dear Ms. Salas:

             In March 2001, Motient Services Inc. ("Motient‘‘) and TMI Communications and
     Company, Limited Partnership ("TMI‘‘) filed the above—captioned applications to assign various
     FCC licenses and authorizations to Mobile Satellite Ventures Subsidiary LLC ("MSV Sub"), a
     Delaware limited liability company. As indicated in the applications, MSV Sub will be a
     wholly—owned subsidiary of Mobile Satellite Ventures L.P. ("MSV LP"), a Delaware limited
     partnership. MSV LP will be managed by a Delaware corporate general partner, Mobile Satellite
     Ventures GP Inc. ("MSV GP Inc.").

             In the applications, the applicants stated that TMI, a Canadian limited partnership, would
     have a 27.2% interest in MSV LP. In addition, the applicants estimated that the overall foreign
     ownership of MSV LP would not exceed 35%. (The additional approximately eight percent of
     additional foreign ownership was estimated by multiplying the estimated foreign ownership of
     Motient and each new investor by the percentage interest each will hold in MSV LP. Motient
     Corporation, a publicly traded company, estimated its foreign ownership at 5%. The funds
     affiliated with Columbia Capital, LCC estimated foreign ownership at approximately 30%; the
     funds affiliated with Spectrum Equity Investors LP estimated foreign ownership at zero to
     approximately 19% depending upon the fund; and funds affiliated with Telcom Ventures, LLC
     did not have any foreign ownership.) Because the indirect foreign ownership of MSV Sub would
     exceed 25%, the applicants requested a declaratory ruling pursuant to Section 310(b)(4) of the
     Communications Act that MSV Sub‘s indirect foreign ownership in excess of 25% would serve
     the public interest.

             Since the filing of the applications, the details of the transaction have changed such that
     the transfer may occur initially without any further investment by the new investors. If this
     occurs, then for a period of time, the ownership percentage held by Motient and TMI will
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OCT—@3—20@1     17:49      .    .                                                   2029697096        P.02~02

 Ms. Magalie Roman Salas
 ‘Octater 9, 2001
 Page 2


 increase proportionally and TMI‘s ownership interest in MSV LP could be as high as forty
 percent.

          In light of the foregoing, the applicants‘ request in the above—captioned applications to
 exceed the foreign ownership benchmark of Section 310(b)(4) should reflect TMI‘s potential
 interest of approximately 40% in MSV LP.

          Please contact the undersigned with any questions or concerns.

                                                Very truly yours,



                                                    C.Levin         O

 co:      Lisa Choi




                                                                                                 TOTAL P.02



Document Created: 2012-01-13 17:35:18
Document Modified: 2012-01-13 17:35:18

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