Attachment Exhibit F

This document pretains to SES-T/C-20131202-01168 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2013120201168_1029275

Global Crossing Americas Solutions, Inc. Response to Form 312 Question A21 Page 1 of 4 EXHIBIT F DESCRIPTION OF PRO FORMA TRANSACTIONS AND PUBLIC-INTEREST STATEMENT Global Crossing Americas Solutions, Inc. (“GCAS”), is a wholly-owned, indirect subsidiary of Level 3 Communications, Inc. (“Level 3 Parent”), as it has been since Level 3 Parent acquired Global Crossing Limited in 2011 following Commission review and consent.1 Subsequent to that acquisition, Level 3 Parent undertook an internal reorganization process involving indirect parent entities of GCAS in order to simplify the ownership structure of Level 3 Parent’s holding and operating companies and to discharge the debt of Global Crossing Limited. This reorganization included the following steps: (1) Level 3 Parent contributed all of the issued and outstanding shares of Level 3 GC Limited (“Level 3 GCL”) to Level 3 Financing, in a transaction consummated on October 4, 2011, and (2) Level 3 Financing caused the merger of Global Crossing Holdings Limited into Level 3 GCL, with Level 3 GCL surviving, in a transaction consummated on December 31, 2012. In Attachment 1 to this exhibit, GCAS details its pre-consummation ownership structure. In Attachment 2 to this exhibit, GCAS details its post-consummation ownership structure. Before and after the execution of each of these steps (collectively, the “Pro Forma Transactions”), the above-referenced international Section 214 authorizations remained under the indirect ownership and control of Level 3 Parent. GCAS regrets that this notification was not made within 30 days of consummation of the Pro Forma Transactions but submits that no public-interest harms have result from the delay in filing this notification. To the contrary, 1 Applications filed by Global Crossing Limited and Level 3 Communications, Inc. for Consent to Transfer Control, Memorandum Opinion and Order and Declaratory Ruling, 26 FCC Rcd. 14,056 (Int’l, Wireless Tel. and Wireline Comp. Burs. 2011).

Global Crossing Americas Solutions, Inc. Response to Form 312 Question A21 Page 2 of 4 consummation of the Pro Forma Transactions served the public interest by ensuring the retirement of Global Crossing Limited’s debt—a necessary step in the acquisition—and by reducing the administrative and regulatory costs associated with the structure of Level 3 Parent’s holding and operating companies.

Global Crossing Americas Solutions, Inc. Response to Form 312 Question A21 Page 3 of 4 ATTACHMENT 1 Direct and Indirect Parents of Global Crossing Americas Solutions, Inc., Prior to Consummation of the Pro Forma Transactions Level 3 Communications, Inc. (Delaware corporation) 100% 100% Level 3 Financing, Inc. Level 3 GC Limited (Delaware corporation) (Bermuda company) 100% Global Crossing Holdings Limited (Bermuda company) 100% GC Impsat Holdings Nederland B.V. (Netherlands company) 100% GC Impsat Holdings I Ltd. (England company) 100% GC Impsat Holdings II Ltd. (England company) 100% Impsat Fiber Networks, Inc. (Delaware corporation) 100% Global Crossing Americas Solutions, Inc. (Delaware corporation)

Global Crossing Americas Solutions, Inc. Response to Form 312 Question A21 Page 4 of 4 ATTACHMENT 2 Direct and Indirect Parents of Global Crossing Americas Solutions, Inc., Following Consummation of the Pro Forma Transactions Level 3 Communications, Inc. (Delaware corporation) 100% Level 3 Financing, Inc. (Delaware corporation) 100% Level 3 GC Limited (Bermuda company) 100% Level 3 Communications (IMPSAT) Nederland B.V. (Netherlands company)* 100% GC Impsat Holdings I Ltd. (England company) 100% GC Impsat Holdings II Ltd. (England company) 100% Impsat Fiber Networks, Inc. (Delaware corporation) 100% Global Crossing Americas Solutions, Inc. (Delaware corporation) * GC Impsat Holdings Nederland B.V.’s name was changed to Level 3 Communications (IMPSAT) Nederland B.V. following Level 3 Communications, Inc.’s acquisition of Global Crossing Limited.


Document Created: 2019-04-27 06:30:10
Document Modified: 2019-04-27 06:30:10
© 2024 FCC.report
This site is not affiliated with or endorsed by the FCC