Attachment Ownership

Ownership

SUPPLEMENT submitted by Inceptum 1 AS and MobSat S.A.S.

Ownership

2007-04-16

This document pretains to SES-AMD-20060804-01315 for Amended Filing on a Satellite Earth Station filing.

IBFS_SESAMD2006080401315_561451

N&N GATSO HOHAR spies FILED/ACCEPTED SS Titwnt Stee Jt Wisiegon Dc 20004 APR 1 6 2007 +120 sm560 ma +102R501m Fiden Gneuneston Conniatn Offectre Seray wnowbhimcon April pril 16, 16, 2007 200 Kari A Hot h canensnr kabstinpstilw.con BY HAND DELIVERY AND ELECTRONIC FILING Ms. Marlene H. Dortch Secretary Federal Communications Commission 445 12th Street, S.W. Washington, D.C. 20554 Re: Telenor AS4, Transferor, and Inceptum 1 AS, Transferee, ConsolidatedApplicationfor Consent to Transfer ofControl and Petitionfor Declaratory Ruling, 1B Dkt No. 06—225, FCC File Nos. ISP—PDR—20061 129—00017, er al FTMSCUS, LLC, Amendments to Applicationsfor Section 214 Authority andfor Earth Station Licenses, Requests for Special Temporary Authority, and Petitionfor Declaratory Ruling, Nos, ITC—AMD—20060804—00288, SES—AMD—20060804—01315, ITC—$TA—20070301—00092, SES—8TA—20070216—00243, & ISP—PDR—20060804—00010 Supplemental Information Regarding Ownership Dear Ms. Dortch: Inceptum 1 AS (‘Inceptum") and MobSat S.A.. ("MobSat"), by their attomeys, hereby supplement the record in the above—referenced proceedings to provide additional information regarding the ownership of Inceptum and MobSat. Because Inceptum and MobSat are under common ultimate ownership and control, we are presenting the information about both entites in a single filing. As described herein, a U.S. entity with majority U.. ownership, GEAM International Private Equity Fund, L.P. (°GEAM Intemational"),has agreed to co—invest in MobSat Group Holding Sarl (*MobSat Holding"), the ultimate parent of Inceptum and MobSat. GEAM International will have a 15—18% indirect ownership interest in MobSat Holding. The details of the co—investment structure are still being decided, but the current expectations ofthe parties are described herein. The co—investment will diute the ownership interests ofApax France VI FCPR (*Apax France VI), Amboise Investissement SCA (*Amboise") and Altamir & Cie SCA

Ms. Marlene H. Donch Aprl 16, 2007 Page2 (*Altamir"), An updated chart showing the ownership structure with the co—investment is attached to this lette. GEAM International: GEAM Interational, a Delaware limited partnership, is a private equity fund sponsored by GE Asset Management. The address for GEAM Interational is as follows: GEAM Interational Private Equity Pund, L.P c/o GE Asset Management Incorporated 3001 Summer Street Stamford, CT 06905 Attention: Michael M. Pastore, Exq The general partner of GEAM International is GE International Management Incorporated ("GEIM), a Delaware corporation located at the same address as GEAM International. GEIM is an indirect wholly—owned subsidiary ofthe General Electric Company (*GE"), a New York corporation. GE is a diversified technology, media and financial services company. Shares of GE are widely held and publicly traded; no shareholder owns a 10% or greater interest in GE. Based on periodic surveys, GE estimates thattotal foreign ownership of GE shares is 10% or less. The limited partners of GEAM International are institutional investors. The limited partner with the largest ownership interest (49.99%) is a U.S. pension fund for GE employees. Other limited partners are U.S. and non—U.. pension/retirement funds, endowments, and insurance organizations. All non—U.S. limited parters have their principal place ofbusiness in a WTO member country. More detailed information regarding the breakdown of U.S. and non— U.S. ownership of GEAM International is provided in the table below. For purposes ofthe table, we have categorized the investors using the same categorization principles applied to the Apax France VI ownership data provided in our March 30 letr." P See Letter of Peter A. Rohrbach to Marlene H. Dortch, IB Dt No. 06—225, dated March 30, 2006 at 2—4.

Ms. Marlene H. Donch Aprl 16, 2007 Pase3 Type of Investor % of Total Commitments Countries GE Infemnational Management 020% us. Incorporated (General Parter) US. Banks, Insurance 220% uUs. Companies, and Foundations/Endowmnents Non—U.S. Banks, Insurance 57%% Canada572% Companies, and Foundations/Endowments U.S. Pension Funds 6so3% us Non—U.S. Pension Funds 28.10% Canada: 23.58% Netherlands: 4.58% Thus, U.S. ownership of GEAM International is 66.12%, and the remaining 33.88% ownership is from WTO—member countries. Co—Investment Structure: As discussed above, the parties contemplate that GEAM International will co—invest with Apax France VI, Amboise and Altamir in MobSat Holding, the Luxembourg holding company that is the ultimate owner of Inceptum and MobSat. The interest to be held by GEAM International will be in the 15—18% range and will dilute the ownership interest ofthe other investing entities. Thus, rather than a 72% interest in MobSat Holding, Apax France Vwill have an ownership interest of 59.0—61,2%. Amboise will have a 16.4— 17.0% ownership interest in MobSat Holding instead of a 20% interest, and Altamir will have a 6.6—6.8% interest in MobSat Holding instead of an $% interest. These revised interests are shown on the attached chart. The GEAM International investment in MobSat Holding will likely take place through an intermediate entity (or possibly more than one intermediate entity) that may be organized in a foreign jurisdiction.. Any intermediate entity will be a holding company created for purposes o the co—investment in MobSat Holding and will be organized under the laws of a WTO member country. Upon consummation of the transaction, Inceptum and MobSat will advise the Commission of the percentage interest of the GEAM International co—investment and the final co—investment structure, including information regarding any intermediate entiies.

Ms. Marene . Dortch Apri16, 2007 Page Inceptum and MobSat request that the Commission accommodate this planned co— investment in acting on the above—referenced applications. Please refer any questions regarding these materials to the undersigned. Respectfully submitted, A*—le. ff Peter A. Rohrbach Karis A. Hastings Counselfor Inceptum 1 AS and MobSat SA. Enclosures ces DavidKrech Susan O‘Connell Cara Grayer Counsel for Inmarsat, Inc. Counsel for Mobile Satellite Ventures Subsidiary LLC

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Document Created: 2007-04-19 16:17:39
Document Modified: 2007-04-19 16:17:39
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