Attachment Exhibits A, E and F

This document pretains to SES-T/C-20130827-00772 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2013082700772_1009202

FCC Form 312, Exhibit A Page 1 of 1 Exhibit A: Response to Item A8 This application seeks Commission consent to the transfer of control of VSAT network licenses held by Spacenet Services License Sub, Inc. (“Spacenet”) to SageNet of Tulsa, L.L.C. (“SageNet”). Spacenet is licensed to operate six VSAT networks, but in some cases there are multiple call signs associated with a single network. Specifically, one of Spacenet’s networks is licensed under a single consolidated call sign, but the remaining VSAT networks have separate call signs for the hub stations and remote antennas. For purposes of the filing fee information in item 17d of the Form 312, Spacenet has indicated a total of six VSAT systems. However, item A8 of the Form 312 lists all 19 call signs associated with these six networks: Hub or Network Call Sign Description of Licensed Antennas E4412 Chicago, IL hub E860013 Marietta, GA hub E860326 McLean, VA hub E990448 Marietta, GA hub E000576 Marietta, GA hub E070262 Dulles, VA hub and associated 1.2 meter remote terminals Blanket License Call Sign Description of Licensed Antennas E891041 1.8 meter NEC, Prodelin, and Andrew E891042 2.4 meter NEC and Vertex E891043 3.5 meter Vertex E891044 3.7 meter Andrew and ASC Signal E900263 1.8 meter Prodelin E900264 2.4 meter Prodelin E910452 1.2 meter Prodelin E910453 0.95 meter Prodelin E920066 1.2 meter Prodelin E990293 1.8 meter Channel Master E990294 1.2 meter Channel Master and Patriot E000035 0.74 meter Prodelin; 0.75 meter ASC Signal and Andrew E000132 0.96 meter Channel Master and Andrew/ AVL/ASC Signal Spacenet may file modification applications or applications for new VSAT licenses that may be granted while the instant Application is being considered. Accordingly, Spacenet requests that action on this application include authority for SageNet to acquire control with respect to any and all modified or new authorizations issued or assigned to Spacenet prior to consummation of the proposed transaction.

FCC Form 312, Exhibit E Page 1 of 2 Exhibit E: Response to Item A20 OWNERSHIP AND CONTROL OF SPACENET SERVICES LICENSE SUB, INC. By this application, SageNet of Tulsa, L.L.C. (“SageNet”) and Spacenet Services License Sub, Inc. (“Spacenet”) seek Commission consent to the transfer of control of Spacenet, a VSAT network licensee, to SageNet. The post-consummation ownership and control of Spacenet are described in this Exhibit. In addition, simplified ownership charts are attached. Spacenet is a wholly-owned subsidiary of Spacenet Inc., a Delaware corporation, which is, in turn, wholly owned by Gilat Satellite Networks Ltd. (“Gilat”), a company organized under the laws of Israel. SageNet has agreed to purchase from Gilat 100% of the issued and outstanding shares of Spacenet Inc. Upon consummation of this purchase, Sagenet will be the direct parent company of Spacenet Inc. Spacenet will continue to be wholly owned by Spacenet Inc., and will continue to hold the licenses. SageNet is a limited liability company organized under the laws of the state of Oklahoma. SageNet is a leading national provider of WAN and other technology solutions for multi-location businesses throughout North America. The only 10% or greater direct owners of SageNet are: Woodard Technology and Investments, L.L.C. (“Woodard Technology”) 10205 E. 61st Street, Suite D Tulsa, OK 74133 Oklahoma Limited Liability Company Percentage Ownership: 79.94% Class A; 100% Class B and Dale Higganbotham 4408 W. Kent Circle Broken Arrow, OK 74012 U.S. Citizen Percentage Ownership: 13.5% Class A Woodard Technology is 100% owned by the Daryl James Woodard 1995 Revocable Trust (the “Trust”). Daryl James Woodard, a U.S. citizen, is the sole trustee of the Trust, and its beneficiaries are Mr. Woodard’s wife, Linda Jean Woodard, and his children: Jennifer Lynn Woodard, Robbie James Woodard, Ryan Edward Woodard, and William Ross Woodard. All beneficiaries of the Trust are U.S. citizens. The address for Mr. Woodard and his family members is c/o Woodard Technology and Investments, L.L.C., 10205 E. 61st Street, Suite D, Tulsa, OK 74133. The following chart depicts the post-closing ownership and control of Spacenet.

FCC Form 312, Exhibit E Page 2 of 2 Post-Closing Ownership of Spacenet Services License Sub, Inc. Daryl James Woodard 1995 Revocable Trust (Okl.) 100% Woodard Technology and Investments, L.L.C. Dale Higganbotham (Okl.) (U.S. Citizen) 79.94% Class A; 13.5% Class A 100% Class B SageNet of Tulsa, L.L.C. (Okl.) 100% Spacenet Inc. (Del.) 100% Spacenet Services License Sub, Inc. (Del.)

FCC Form 312, Exhibit F Page 1 of 1 Exhibit F: Response to Item A21 PUBLIC INTEREST STATEMENT This application seeks Commission consent to the transfer of control of Spacenet Services License Sub, Inc. (“Spacenet”), a holder of VSAT licenses, to SageNet of Tulsa, L.L.C. (“SageNet”). No change is proposed in the operation of the licensed facilities, and service to customers will continue without interruption. The proposed transfer of control will serve the public interest, convenience, and necessity. As a leading national provider of WAN and other technology solutions for multi- location businesses throughout North America, SageNet has helped large and small businesses manage new advances in technology, by outsourcing the design, deployment and management of mission-critical network infrastructure and technology applications to SageNet. The proposed transaction will allow Spacenet to benefit from SageNet’s expertise and customer relationships, bolstering Spacenet’s ability to pursue expansion of the scope and reach of its services. These advantages will help Spacenet retain its existing customers and attract new ones in competition with rival suppliers. As a result, the transaction will allow consumers to benefit from continued robust competition for VSAT services.


Document Created: 2013-08-26 15:45:58
Document Modified: 2013-08-26 15:45:58
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