Attachment DG Consents - 90 day

DG Consents - 90 day

LETTER submitted by DG Consents Sub., Inc.

DG Consents 90 day request

2010-04-29

This document pretains to SES-T/C-20091201-01512 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2009120101512_815275

[ |imawan ORIGINAL o |§ENA STEPHEN D. BARUCH WAS H I NGTO N » DC SBARUCH@LERMANSENTER.COM April 29, 2010 e FILED/ACCEPTED VIA HAND DELIVERY APR 29 2010 Ms. Marlene H. Dortch Federal Communications Commission — Office of the Secretary Secretary Federal Communications Commission 445 12th Street, SW Washington, DC 20554 Re: DG Consents Sub, Inc. File No. SES—T/C—20091201—01512 Call Signs EQ40264 and E950499 Dear Ms. Dortch: DG Consents Sub, Inc. ("DG Consents Sub"), by its undersigned counsel, respectfully requests an additional 90 days to consummate the above—referenced transfer of control of the two fixed—satellite service earth stations licensed to DG Consents Sub under Call Signs EQ40264 and E950499 from Morgan Stanley & Co., Inc. ("Morgan Stanley") to the shareholders of DigitalGlobe, Inc. ("DigitalGlobe"), the parent company of DG Consents Sub. With this request, DG Consents Sub seeks until August 1, 2010 to complete the subject transaction. The International Bureau granted DG Consents Sub‘s transfer of control application effective March 4, 2010. See Public Notice, Report No. SES—01225 (March 10, 2010). Under the Commission‘s rules, the Bureau‘s action established May 3, 2010 as the date by which the subject transaction is to be completed. See 47 C.F.R. § 25.119(f) (transfers of control shall be completed within 60 days from the date of authorization). However, as DG Consents Sub forecast in its transfer of control application, the event triggering the transfer of control —i.e., a reduction in Morgan Stanley‘s equity holdings in DigitalGlobe to less than 25 percent — cannot be assured of occurring by the May 3 deadline due to market conditions and other economic factors. This timing uncertainty led DG Consents Sub to request a waiver of Section 25.119(f) to allow 180 days after approval for consummation of the transfer. See File No. SAT—T/C— 20091201—01512, Exhibit F (Description, Public Interest Statement and Request for Waiver of Section 25.119(f)). DG Consents Sub is now certain that the May 3 deadline will not be met, and accordingly seeks an additional 90 days in which to complete its transfer of control. 2000 K STREET NW, SUITE 600 | WASHINGTON, DC 20006—1809 TEL 202.429.8970 | FAX 202.293.7783 | WWW.LERMANSENTER.COM

L _ Ms. Marlene H. Dortch April 29, 2010 | Page —2— The Bureau has previously granted requests to extend the transfer of control consummation period of earth station licensees unable to close their transactions within the initial 60—day period. See, e.g. Robert M. Franklin, Transferor and Inmarsat, plc, Transferee, 24 FCC Red 449, 484 (IB 2009) (granting Inmarsat‘s request to complete transaction within 180 days to permit a consolidated closing of various authorization types). Comparable treatment is appropriate here where the event triggering the transfer of control is subject to cireumstances beyond DG Consents Sub‘s control, including the fluctuation of ownership interests in the now publicly—traded DigitalGlobe that affect Morgan Stanley‘s equity holdings in the company. Approval of this request also will serve the public interest by avoiding the need for DG Consents Sub to submit a follow—on transfer of control application, which Bureau staff would in turn be required to process. Preparing, filing and processing this second, duplicative request would be wasteful and an inefficient use of limited Bureau resources. The public interest will be better served by extending the consummation deadline to encompass a period within which DG Consents Sub expects the transfer of control to occur. For the foregoing reasons, DG Consents Sub requests an additional 90 days, through August 1, 2010, in which to consummate the subject transfer of control. Should you have any questions regarding this request, please contact the undersigned counsel. Respectfully submitted, Stephgn m# D. Baruc Philip A. Bonomo Counsel to DG Consents Sub, Inc. go: Karl Kensinger (by e—mail) Jeanette Spriggs (by e—mail)


Document Created: 2019-04-20 02:03:13
Document Modified: 2019-04-20 02:03:13
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