Attachment Exhibits

This document pretains to SES-T/C-20150813-00521 for Transfer of Control on a Satellite Earth Station filing.

IBFS_SESTC2015081300521_1099330

                                                             Airbus DS SatCom Government, Inc.
                                          Earth Station Pro Forma Transfer of Control Application


                                       EXHIBITS E AND F

                            OWNERSHIP AND CONTROL OF
                        AIRBUS DS SATCOM GOVERNMENT, INC.

       This application seeks Federal Communications Commission (“FCC”) consent to the pro
forma transfer of control of Airbus DS SatCom Government, Inc. (“Licensee”) that occurred
during prior internal corporate restructurings. On April 25, 2014, a new, intermediate subsidiary,
Airbus Group, Inc. (“Airbus Group”), a Delaware corporation, was inserted into the Licensee’s
ownership structure between Airbus Defense and Space, Inc. (“ADS”), an indirect parent
company of the Licensee, and Airbus Group N.V. (“Airbus N.V.”), formerly known as European
Aeronautic Defence and Space Company EADS N.V., the ultimate parent company of the
Licensee. Before and after the transaction, the Licensee continued to be indirectly controlled by
Airbus N.V. On June 4, 2015, Airbus N.V. became Airbus Group SE (“Airbus”). A simplified
ownership chart is attached.

        Because this request is being filed after the transaction’s consummation date, the Parties
respectfully request a waiver of the requirement contained in Section 25.119(d) of the FCC’s
rules. The Licensee takes its FCC compliance obligations seriously, and the delay in filing this
request with the FCC is purely the result of an administrative oversight that was identified during
due diligence for the proposed sale of the Licensee.1 The Licensee has also implemented
additional procedures to prevent a similar error in the future and to comply fully with its license
obligations.

        The transaction does not change the Licensee’s foreign ownership as approved by the
FCC.2 The Licensee’s immediate parent company is Airbus DS System Holdings, Inc., a wholly
owned subsidiary of ADS. ADS is a wholly owned subsidiary of Airbus Group, which is a
wholly owned subsidiary of Airbus. Thus, the transaction only involved the non-substantial
insertion of a new intermediate subsidiary in the Licensee’s ownership structure and the FCC is
not required to revisit the Licensee’s foreign ownership.

       Grant of the application is in the public interest because it will facilitate user access to
continued and uninterrupted satellite communications services.




1
  Applications of Airbus DS Systems Holdings, Inc. and Satcom Direct Communications, Inc. for Consent
to Transfer of Control, FCC File Nos. SES-T/C-20150804-00503, SES-T/C-20150804-00504, and ITC-
T/C-20150804-00192.
2
 Applications of Chrysaor S.à.r.l. and Astrium Holding S.A.S. for Consent to Transfer of Control and
Petition for Declaratory Ruling, IB Docket No.11-143, FCC File Nos. SES-T/C-20110818-00979 et al.

                                                   1


                                                 Airbus DS SatCom Government, Inc.
                              Earth Station Pro Forma Transfer of Control Application


ATTACHMENT 1: Simplified Ownership Chart

            BEFORE                                             AFTER


       Airbus Defense and                                  Airbus Group, Inc.
        Space, Inc. (US)                                          (US)
           (Transferor)                                       (Transferee)




       Airbus DS Systems                                  Airbus Defense and
       Holdings, Inc. (US)                                 Space, Inc. (US)




       Airbus DS SatCom
                                                          Airbus DS Systems
        Government, Inc.
                                                          Holdings, Inc. (US)
         (ex ASGI) (US)




                                                          Airbus DS SatCom
                                                           Government, Inc.
                                                            (ex ASGI) (US)




                                     2



Document Created: 2015-08-12 22:52:43
Document Modified: 2015-08-12 22:52:43

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