*Pages 1--4 from Microsoft Word - 50628.doc* PUBLIC NOTICE Federal Communications Commission 445 12 th Street, S. W. Washington, D. C. 20554 News Media Information 202 / 418- 0500 Fax- On- Demand 202 / 418- 2830 TTY 202 / 418- 2555 Internet: http:// www. fcc. gov ftp. fcc. gov DA 05- 2212 Released: July 28, 2005 DOMESTIC SECTION 214 APPLICATION FILED FOR ACQUISITION OF CERTAIN ASSETS OF MCI COMMUNICATIONS SERVICES, INC., FROM MCI, INC., TO vCUSTOMER CORPORATION STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 05- 239 Comments Due: August 11, 2005 Reply Comments Due: August 18, 2005 On July 8, 2005, MCI, Inc. (“ MCI”) and its wholly- owned subsidiary, MCI Communications Services, Inc. (“ MCI Communications”) (together, “Transferors”), and vCustomer Corporation (“ vCustomer” or “Transferee”) (collectively, “Applicants”) filed an application pursuant to sections 63.03 and 63.04 of the Commission’s rules 1 requesting consent to transfer certain assets of MCI Communications from MCI to vCustomer (“ Application”). Applicants assert that this transaction is entitled to presumptive streamlined treatment pursuant to sections 63.03( b)( 1)( ii) and 63.03( b)( 2)( i) of the Commission’s rules. The Transferee, vCustomer, is not a telecommunications provider. 2 In addition, immediately following the transaction, Applicants and their affiliates combined will hold less than a 10% share of the interstate, interexchange market, will provide local exchange service only in areas served by dominant local exchange carriers (none of which is a party to the proposed transaction), and neither the Applicants nor any of their affiliates are dominant with respect to any service. 3 MCI and MCI Communications are organized under the laws of the state of Delaware. MCI Communications is MCI’s primary entity for U. S. based sales contracts. It holds MCI’s customer contracts for commercial, wholesale, consumer, and the public sector and leases 1 47 C. F. R. §§ 63. 03, 63. 04; see 47 U. S. C. § 214. 2 47 C. F. R. § 63. 03( b)( 1)( ii). 3 47 C. F. R. § 63. 03( b)( 2)( i). 1 2 various facilities. It also provides long distance services to MCI’s retail consumer and business customer base in all 50 states and the District of Columbia. MCI Communications is currently wholly owned by MCI, Inc. One entity owns 10% or more of MCI, Inc. Through a DOJ-approved insulated trust (the “Thornburgh Trust”), Verizon holds an approximate 13.4% beneficial ownership stake in MCI, Inc. The trustee, former U. S. Attorney General Dick Thornburgh, holds the shares on behalf of Verizon. vCustomer is organized under the laws of the state of Washington. vCustomer currently provides customer relationship management services to U. S. federal and state agencies and private companies. The following entities own 10% or more of vCustomer: Mr. Sanjay Kumar, a U. S. citizen, 44%; Warburg Pincus International Partners L. P., a U. S. Limited Partnership, 13%; Warburg Pincus Equity Partners L. P., a U. S. Limited Partnership, 13%; West River Capital LLC, a U. S. Limited Liability Company, 16%; and Mr. Gary Brinson, a U. S. Citizen, majority owner of West River Capital LLC and an indirect 16% ownership in vCustomer. On April 15, 2005, MCI and vCustomer entered into an Asset Purchase Agreement, whereby MCI agreed to sell, and vCustomer agreed to purchase, certain assets of MCI Communications. Pursuant to the terms of the Asset Purchase Agreement, vCustomer will acquire those assets of MCI Communications used to provide directory assistance, operator services, telerelay, internet protocol relay, and video relay services. Applicants state that the proposed transaction will serve the public interest by allowing MCI to continue to streamline its operations and corporate structure after emerging from bankruptcy, thereby permitting a greater focus on its core businesses. At the same time, the proposed transaction will benefit consumers by allowing vCustomer to expand it suite of consumer and business support services to include directory assistance, operator services, telerelay, internet protocol relay, and video relay service offerings in addition to its existing customer care and technical and back office support services. As a result, of the proposed transaction vCustomer will be in a better position to service the needs of residential consumers, as well as the advanced sales and support needs of telecommunications and media companies. GENERAL INFORMATION The transfer of control identified herein has been found, upon initial review, to be acceptable for filing as a streamlined application. The Commission reserves the right to return any transfer of control application if, upon further examination, it is determined to be defective and not in conformance with the Commission’s rules and policies. Pursuant to sections 1.415 and 1.419 of the Commission’s rules, 47 CFR §§ 1.415, 1.419, interested parties may file comments on or before August 11, 2005 and reply comments on or before August 18, 2005. 4 Unless otherwise notified by the Commission, Applicants are permitted to transfer the assets and related control on the 31 st day after the date of this notice. 5 Comments may be filed using: (1) 4 See 47 C. F. R. § 63. 03( a). 5 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in connection with the proposed transaction. 2