Attachment Attachment

This document pretains to SES-ASG-20121031-00983 for Assignment on a Satellite Earth Station filing.

IBFS_SESASG2012103100983_973338

Answers to Item 42(a); Exhibit E; Exhibit F E990540 Pro Forma Assignment Application Page 1 of 5 ANSWER TO ITEM 42(a) The earth station that is the subject of this Application is currently authorized to operate with the following non-U.S. licensed satellites: Satellite Location Country of License JCSAT-3 232°W.L. Japan ANIK E1 118.7°W.L. Canada The Applicants incorporate the Section 25.137 information currently in the file for this earth station into the subject Application.

Answers to Item 42(a); Exhibit E; Exhibit F E990540 Pro Forma Assignment Application Page 2 of 5 EXHIBIT E The following entities will have a ten (10) percent or greater direct or indirect ownership interest in RWB Holding, Inc. (“RWB”) at the time the proposed transaction is consummated: The Herb Pardula Living Trust, U/A/D 12/30/1997, Restated 2/14/2003 (“Herb Pardula Trust”) is legal owner of 27 percent of the ownership interest and 80 percent of the voting interest in RWB. The Herb Pardula Trust is a trust formed under the laws of the U.S. The trustee of the Herb Pardula Trust and the beneficial owner of the Herb Pardula Trust’s interest in RWB is Herbert F. Pardula (“Mr. H. Pardula”). Mr. H. Pardula is a U.S. citizen and the Chairman of Emerging Markets Communications (“EMC”). The Pardula Family Enterprise Trust Dated December 8, 2009 (“Pardula Family Trust”) is legal owner of 48 percent of the ownership interest in RWB. The Pardula Family Trust is a trust formed under the laws of the U.S. The trustee of the Pardula Family Trust is the son of Mr. H. Pardula, Todd Pardula (“Mr. T. Pardula”), a U.S. citizen. The beneficial owner of the Pardula Family Trust’s interest in RWB is Mr. H. Pardula. Abel Avellan holds 25 percent of the ownership interest and 20 percent of the voting interest in RWB. Mr. Avellan is a U.S. citizen and the President and Chief Executive Officer of EMC. The address of RWB, the Herb Pardula Trust, the Pardula Family Trust, Mr. H. Pardula, Mr. T. Pardula, and Mr. Avellan is c/o Emerging Markets Communications, LLC, 777 Brickell Plaza, Suite 1150, Miami, FL, 33131. No other person or entity will have a ten percent or greater ownership interest in RWB at the time the proposed transaction is consummated.

Answers to Item 42(a); Exhibit E; Exhibit F E990540 Pro Forma Assignment Application Page 3 of 5 Pre-Closing Ownership Structure Emerging Markets Communications, LLC Herb Pardula Todd Pardula Trustee and Beneficiary Trustee U.S. Citizen U.S. Citizen Herb Pardula Living Pardula Family Abel Avellan Trust Enterprise Trust U.S. Citizen U.S. Trust U.S. Trust 80.0% Voting 0.0% Voting 20.0% Voting 27.0% Ownership 48.0% Ownership 25.0% Ownership The International FMO Taracom RWB Holding, Inc. Finance Corporation Investments, Inc. Delaware Limited Partnership U.S. Corporation Delaware Corporation 100% Voting 10.5% Ownership 10.5% Ownership 79.0 % Ownership Emerging Markets Communications, LLC Delaware Limited Liability Company Licensee

Answers to Item 42(a); Exhibit E; Exhibit F E990540 Pro Forma Assignment Application Page 4 of 5 Post-Closing Ownership Structure RWB Holding, Inc. Herb Pardula Todd Pardula Trustee and Beneficiary Trustee U.S. Citizen U.S. Citizen Herb Pardula Living Pardula Family Abel Avellan Trust Enterprise Trust U.S. Citizen U.S. Trust U.S. Trust 80.0% Voting 0.0% Voting 20.0% Voting 27.0% Ownership 48.0% Ownership 25.0% Ownership RWB Holding, Inc. Delaware Limited Partnership Licensee

Answers to Item 42(a); Exhibit E; Exhibit F E990540 Pro Forma Assignment Application Page 5 of 5 EXHIBIT F Through this Application, Emerging Markets Communications, LLC (“EMC”) and RWB Holding, Inc. (“RWB;” with EMC, the “Applicants”) seek Commission consent to assign EMC’s receive-only earth station license, E990540, to RWB. RWB currently holds 79 percent of the ownership interest and 100 percent of the voting interest in EMC. As such, RWB currently has de facto and de jure control of EMC and its receive-only earth station license. Since there will be no change in the actual control of the earth station license, the proposed assignment of EMC’s receive-only earth station license to RWB is pro forma in nature. The Applicants ask that the Commission grant this Application without issuing a public notice of receipt of the Application per Section 25.151(c)(5) of the FCC Rules. The assignment of EMC’s receive-only earth station license to RWB will enable the Applicants to accomplish an internal reorganization that will help the Applicants achieve certain business objectives. As such, the transaction will be in the public interest. Therefore, the Applicants respectfully request that the Commission expeditiously approve the proposed assignment. DC01/ 3027274.1 DC01\GRIFJ\492835.1


Document Created: 2012-10-31 20:09:23
Document Modified: 2012-10-31 20:09:23
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