Attachment Joint Request for Sp

This document pretains to SCL-STA-20091204-00038 for Special Temporal Authority on a Submarine Cable Landing filing.

IBFS_SCLSTA2009120400038_784946

Before the FEDERAL COMMUNICATIONS COMMISSION Washington, DC 20554 In the Matters of CARIBBEAN CROSsSINGS LTD., IB DocKEt 09—149 Application for Transfer of Control of Submarine Cable Landing License File No. SCL—T/C—20090506—00009 TRINITY COMMUNICATIONS LTD., Application for Transfer of Control of Section File No. ITC—T/C—20090506—00204 214 Authorization JOINT REQUEST FOR SPECIAL TEMPORARY AUTHORITY Caribbean Crossings Ltd. ("CCL") and Trinity Communications Ltd. ("Trinity") (collectively, the "Companies"), by their attorneys, and pursuant to 47 U.S.C. §§ 34—39 and 214 and 47 C.F.R. § 63.25, hereby jointly request special temporary authority to consummate the transfer of control of their parent company, Cable Bahamas Ltd. ("CBL") as described in their above—captioned applications, as amended. Specifically, the Companies seek special temporary authority beginning no later than December 21, 2009, and ending 60 days from grant, or until such date as the Commission grants the Companies‘ underlying transfer of control applications, whichever event occurs first. The Companies respectfully submit that the relief sought herein is appropriate and would serve the public interest. As the Commission is aware, in May of this year the Companies sought the Commission‘s consent to transfer control of their parent company, CBL, from Columbus Communications Ltd. ("Columbus") to CBL‘s remaining shareholders, none of whom will hold a

controlling equity or voting interest in CBL. This transfer of control would occur pursuant to the terms of a Share Purchase Agreement by and among CBL, Columbus and Columbus Communications Inc., the indirect parent of Columbus, by which Columbus has agreed to sell to CBL, and CBL has agreed to purchase, 100% of the shares in CBL currently owned by Columbus. As a result of the aforementioned transaction, the equity percentage ownership interest in CBL held by instrumentalities of the Government of The Bahamas will increase from 20.6% to 29.2%. Because the Government of The Bahamas currently owns 100% of the capital stock of Bahamas Telecommunications Corporation ("BTC"), the dominant carrier in the Commonwealth of the Bahamas, the effect of this equity percentage increase will transform CBL and its subsidiaries into foreign carrier affiliates of BTC under the Commission‘s rules. Because of this affiliation, and because the Commonwealth of The Bahamas is not a World Trade Organization Member state, the Companies‘ transfer of control applications are not subject to the Commission‘s streamlined processing procedures, and the Companies have requested from the Commission a determination that the Commonwealth of The Bahamas affords effective competitive opportunities to U.S. carriers. See Public Notice, DA 09—1856, released August 25, 2009. Following recent discussions with the staff of the Commission‘s International Bureau, on December 2, 2009 the Companies amended their applications to reflect the entry by CBL into a Trust Agreement pursuant to which 5,000,000 of the shares in CBL common stock currently held by Columbus would be transferred to a newly created trust independent of both CBL and the Government of The Bahamas. As a result of this transfer, the percentage of equity ownership to be held by instrumentalities of the Government of The Bahamas would be 21.39%, well below

the 25% threshold rendering CBL and its subsidiaries as affiliates of BTC, and enabling the Companies to qualify for streamlined processing of their transfer of control applications. Under the Commission‘s streamlined processing rules, assuming their recent amendment appears on Public Notice on December 4, 2009 (when the next Public Notice of Section 214 applications and cable landing license applications is scheduled to appear), the earliest they would be able to consummate their transfer of control would be 45 days thereafter, on January 18, 2010. CBL‘s financial advisors, however, have advised the company that the likelihood of investors retaining their position in the offering is remote unless the proposed transaction is closed before year‘s end, considering that their funds have been held in escrow since July 31, 2009. Such an eventuality would have a catastrophic impact on CBL, which has been relying on this funding for its purchase of the Columbus shares, and will leave the company with no recourse but to abandon the purchase altogether.

Accordingly, the Companies urge the Commission to grant this request for special temporary authority in order to enable CBL to consummate the proposed transfer of control, utilizing the aforementioned trust mechanism. The Companies hereby acknowledge that grant of this request will not prejudice action by the Commission on the underlying applications, and that any authority granted pursuant to this request is subject to cancellation or modification upon notice but without a hearing. Respectfully submitted, Caribbean Crossings Ltd Trinity Communications Ltd. By: (_ELQ/LL, l_ Eric Fishman, Esq. Holland & Knight hLLP t 195 Broadway, 24 Floor New York, New York 10007—3189 (212) 513—3268 Email: eric fishman@hklaw.com Their Attorney December 2, 2009

CERTIFICATION OF CABLE BAHAMAS LTD. CARIBBEAN CROSSINGS LTD. AND TRINITY COMMUNICATIONS LTD. I, Barry Williams, hereby certify under penalty of perjfury that I am the Vice President, of Finance of Cable Bahamas Ltd., Caribbean Crossings Ltd. and Trinity Communications Ltd. On their behalf, I further certify that I have read the foregoing request for special temporary authority and the underlying transfer of control applications of Caribbean Crossings Ltd. and Trinity Communications Ltd., as amended, and that the statements contained therein, and in this certification, are true and correct. CABLE BAHAMAS LTD. CARIBBEAN CROSSINGS LTD. TRINITY CO ICATIONS LTD. By: Williams Vice President of Finance Cable Bahamas Ltd. Robinson Road at Marathon P.O0. Box CB—13050 Nassau, Bahamas Phone: (242) 356—6780 December 3, 2009

CERTIFICATE OF SERVICE I, Eric Fishman, hereby certify that I have served copies of the foregoing Consolidated Amendment and Waiver Requests, by hand— or overnight delivery on this 3"" day of December, 2009, to the following: Ambassador Philip Verveer U.S. Coordinator Int‘l Communications & Information Policy Bureau of Economic, Energy & Business Affairs U.S. DEPARTMENT OF STATE EB/CIP : Room 4826 2201 C Street, NW. Washington, D.C. 20520—5818 Kathy Smith Chief Counsel U.S. DEPARTMENT OF COMMERCE/NTIA 14th Street and Constitution Avenue, N.W. Room 4713 Washington, D.C. 20230 Hillary Morgan Deputy General Counsel, Regulatory & International Law Code RGC DEFENSE INFORMATION SYSTEMS AGENCY 701 South Courthouse Road Arlington, Virginia 22204 cS_ | Eric Fishman #9009586_vl


Document Created: 2009-12-03 16:36:25
Document Modified: 2009-12-03 16:36:25
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