Attachment Exhibit F

This document pretains to SES-T/C-20120531-00493 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2012053100493_953552

                                                                                TrustComm, Inc.
                                                                                  FCC Form 312
                                                                                Question 43, A21
                                                                                   May 31, 2012
                                                                                      Page 1 of 4

        Exhibit F-Public Interest Statement/Alien Beneficial Ownership Disclosure

       On May 14, 2012, Global Secure Networks, Inc., a Delaware corporation ("GSN"), and

TrustComm, Inc. ("TrustComm" or "the Licensee"), a Texas corporation, and Bankton Financial

Corporation LLC (“Bankton”), a Texas limited liability company, and TII Holdings, Inc. (“TII”

together with Bankton, the “TrustComm Stockholders”), a Delaware corporation, entered into a

Stock Purchase Agreement (the "Agreement"). Pursuant to the Agreement, GSN will purchase

from the TrustComm Stockholders all of TrustComm's remaining stock, resulting in TrustComm

becoming a wholly owned subsidiary of GSN. FCC consent is requested for this transfer of

control of TrustComm from the TrustComm Stockholders to GSN.

       TrustComm, headquartered and operating a teleport in Houston, Texas, is a satellite

communications company, bandwidth reseller and services provider supplying broadband

satellite communications to domestic and international users. Its services include, among other

things, provision of mission critical communications for first responders to weather-related and

other public safety emergencies. TrustComm holds a VSAT earth station license (Call Sign

E050044) and two fixed earth station licenses (Call Signs E010295, E000361), along with an

International 214 authorization.

       GSN, the Transferee, is a Delaware corporation. It is owned by the Nox Trust, an

irrevocable Delaware trust (the" Trust"). The grantor of the Nox Trust is Reiner Mario Lemme,

a citizen of the Federal Republic of Germany, and the Trust has been created for the benefit of

Mr. Lemme and his children and more remote descendants.

       Mr. Lemme has substantial experience in the satellite industry. He acted as a consultant

to Lockheed Martin on their business activities in Russia, including the creation and management


                                                                                  TrustComm, Inc.
                                                                                    FCC Form 312
                                                                                  Question 43, A21
                                                                                     May 31, 2012
                                                                                        Page 2 of 4

of the International Launch Services joint venture (“ILS”) between Lockheed Martin and

Khrunichev (an affiliate of the Russian Space Agency) in the mid 1990s. In 2006, he acquired a

controlling interest in ILS and later sold the business in 2008, at which time it had successfully

built a backlog of approximately $2 billion USD of launch contracts. The 2006 acquisition of

ILS was reviewed and approved by the Committee on Foreign Investment in the United States

("CFIUS"). Subsequently, Mr. Lemme has been involved in several successful business

ventures.

       The Commonwealth Trust Company, a corporation organized under the laws of Delaware

and headquartered in Wilmington, Delaware is the corporate trustee of the Trust. Peter J. Slater,

a U.S. citizen who resides in Scarsdale, New York, is the non-corporate trustee of the Trust. As

corporate trustee, the Commonwealth Trust Company is responsible for administrative matters,

such as corporate and tax filings. Mr. Slater, in his capacity as the non-corporate trustee of the

Trust, has the authority to control investment and distribution decisions with respect to the Trust.

The non-corporate trustee can only be removed for cause, but only by the protector of the Trust.

The protector, Ivan A. Sacks, who is and under the Trust must be a U.S. citizen, acts as an

irrevocable proxy for the beneficiaries of the Trust. As the initial protector, Mr. Sacks was

appointed by the grantor; however, the protector has the power to appoint his own successor.

       Mr. Robert Roe, a U.S. citizen, serves as the President of GSN. Mr. Roe controls the

day-to-day operations of GSN, including its investment decisions. GSN has a professional board

of directors that oversees the management of GSN. TrustComm itself will also be similarly

professionally managed. Neither the grantor nor any beneficiary of the Trust will be a member

of the board or of management of either GSN or TrustComm


                                                                                    TrustComm, Inc.
                                                                                      FCC Form 312
                                                                                    Question 43, A21
                                                                                       May 31, 2012
                                                                                          Page 3 of 4

       The proposed transaction will serve the public interest because the Trust will bring

additional resources to the operation and management of TrustComm and to meeting the

demands of TrustComm’s customers for reliable, secure and technologically advanced

communications services. As the FCC is aware, TrustComm, formerly known as Skyport Global

Communications, Inc., had been involved in bankruptcy proceedings in United States

Bankruptcy Court for the Southern District of Texas in 2008, See Case No. 08-36737 (USBC-

SD-Texas) (Chapter 11) and FCC File Nos SES-ASG-INTR2009-03916 and SES-ASG-

INTR2009-03914.

       The proposed transaction will be transparent and beneficial to TrustComm's customers.

There will be no impact on day-to-day operations. Upon completion of the proposed transaction,

all existing customer requirements, commitments and service obligations will continue to be met

utilizing facilities, services and support. The parties to the application anticipate that the

proposed transaction will result in a company able to deliver more sophisticated solutions while

maintaining high levels of service availability and reliability. Based on the foregoing, the

proposed transfer of control will serve the public interest. No waivers of the FCC's Rules are

necessary or requested. Accordingly, the Applicants request that this application and the related

applications be expeditiously granted.

       Applicants further request that grants of these applications for transfer of control include

authority for GSN to acquire control of any authorizations, construction permits, or applications


                                                                                    TrustComm, Inc.
                                                                                      FCC Form 312
                                                                                    Question 43, A21
                                                                                       May 31, 2012
                                                                                          Page 4 of 4

issued to TrustComm during the pendency of this proceeding and during the period required to

consummate the proposed transaction following FCC approval. 1




1
 See, In Re Applications of Craig O. McCaw and AT&T, Memorandum Opinion and Order, 9 FCC Rcd 5836,
5909, ¶137 n. 300 (1999).



Document Created: 2012-05-31 15:48:56
Document Modified: 2012-05-31 15:48:56

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