Attachment Description

This document pretains to SES-ASG-20160714-00660 for Assignment on a Satellite Earth Station filing.

IBFS_SESASG2016071400660_1143535

                                                                   Pro Forma Assignment of Licenses



                    Description of Transaction and Public Interest Statement

        This application seeks Federal Communications Commission (“FCC”) consent to the
proposed pro forma assignment of the licenses held by Gogo LLC (“Assignor”) to AC BidCo LLC
(“Assignee”). Both the Assignor and Assignee are indirect, wholly owned subsidiaries of Gogo Inc.
(“Gogo”).

        The ownership and control of the Assignee is illustrated below. The Assignee is a direct,
wholly owned subsidiary of Gogo Intermediate Holding LLC, which in turn is a direct, wholly owned
subsidiary of Gogo. The proposed transaction does not change the Assignee’s ownership structure
as previously approved by the Commission. See, e.g., ULS File No. 0005699955. Gogo is a
publicly traded company.

       The parties submit that the grant of this application is in the public interest, convenience and
necessity because it will facilitate the efficient operation of Gogo’s business.


Simplified Ownership Chart




                                                Gogo Inc.



                                                            100%


                                            Gogo Intermediate
                                              Holding LLC

                              100%                                      100%



                               Gogo LLC                            AC BidCo LLC
                               (Assignor)                           (Assignee)



Document Created: 2016-06-27 11:03:25
Document Modified: 2016-06-27 11:03:25

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