*Pages 1--5 from Microsoft Word - 50649.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- 2218 Released: July 29, 2005 DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF THE UNIT HOLDERS OF WAVERLY HALL TELEPHONE, LLC TO WAVERLY HALL HOLDINGS, INC. STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 05- 225 Comments Due: Aug. 13, 2005 Reply Comments Due: Aug. 20, 2005 On June 30, 2005, Waverly Hall Telephone, LLC (“ Waverly Hall”) and Waverly Hall Holdings, Inc. (“ WHH”) (collectively, “Applicants”) filed an application pursuant to sections 63.03 and 63.04 of the Commission’s rules 1 requesting authority to transfer control of Waverly Hall to WHH. Applicants assert that this transaction is entitled to presumptive streamlined treatment pursuant to sections 63.03( b)( 2)( iii) of the Commission’s rules for the following reasons: (1) the proposed transaction would result in the Transferee and its affiliates having less than a 10 percent share of the interstate, interexchange market; (2) the Transferee provides competitive telephone exchange services exclusively in geographic areas served by dominant local exchange carriers which are not parties to this transaction, and; (3) the applicants’ are incumbent, independent local exchange carriers that have, in combination, fewer than two (2) percent of the nation’s subscriber lines installed in the aggregate nationwide and no overlapping or adjacent service areas. 2 Waverly Hall, a Delaware corporation, is a rural telephone company operating one exchange in rural portions of Harris and Talbott Counties, Georgia. Mary Eunice Jones Family 1 47 C. F. R. §§ 63. 03, 63. 04; see 47 U. S. C. § 214. 2 47 C. F. R. § 63. 03( b)( 2)( iii). Applicants have certified that those of their affiliates who engage in the provision of telephone exchange service are either incumbent local exchange carriers or competitive local exchange carriers. See Letter from Sylvia Lesse, Counsel, Waverly Hall Holdings, Inc., to Marlene H. Dortch, Federal Communications Commission, WC Docket No. 05- 225 (filed July 25, 2005). 1 2 Partnership, LP owns 97% of Waverly Hall. The following entities own ten percent or more of Mary Eunice Jones Family Partnership, LP: Mary E. Jones- Bowden, a U. S. citizen, 59%; and Bobby Jones, a U. S. citizen, 40%. WHH is a Delaware corporation that is wholly- owned by American Broadband Acquisition Corp., a U. S. corporation. American Broadband Acquisition Corp. is wholly- owned by ABB Holdco, Inc., a U. S. corporation. The following entities own ten percent or more of ABB Holdco, Inc.: American Broadband Communications, LLC, 3 a U. S. corporation, 49%; and Signal Equity Partners II, LP, 4 a U. S. corporation, 27%. The following entities own ten percent or more of American Broadband Communications, LLC: William H. Tucker, a U. S. citizen, 50%; and Patrick L. Eudy, a U. S. citizen, 47.5%. 5 The following entities have an ownership interest in Signal Equity Partners II, LP: Signal Equity Advisors II, LLC, a U. S. Limited Liability Company, 2.94% GP; Garden House, LLC, a U. S. Limited Liability Company, 58.9% LP; Eurazeo, a French corporation, 23.5% LP; and Burden Direct Investment Fund III, a U. S. corporation, 11.76% LP. The following entities own ten percent or more of Signal Equity Advisors II, LLC: Timothy P. Bradley, a U. S. citizen, 23.3%; Alfred J. Puchala, Jr., a U. S. citizen, 22.3%; Christian Nolen, a U. S. citizen, 19.6%; Malcolm C. Nolen, a U. S. citizen, 19.6%; and Charles T. Lake, II, a U. S. citizen, 11.2%. WHH affiliates provide local exchange service in rural areas in the states of Mississippi, Missouri, Pennsylvania and Kansas. In addition, WHH affiliates provide interstate and international interexchange services to approximately 430 customers. The proposed transaction entails the purchase of 100% of the issued and outstanding ownership units of Waverly Hall by WHH. WHH contemplates that the proposed change in ownership will be transparent to Waverly Hall subscribers because service will continue to be provided by Waverly Hall, and WHH intends to maintain local management and existing employees. 3 American Broadband Communications, Inc., (“ ABCI”), a sister corporation to American Broadband Communications LLC (“ ABCL”), holds a 40% of American Georgetown, Inc., which, in turn, owns 100% of Georgetown Telephone Company, an independent LEC in Mississippi. Signal Equity Partners II, LP (“ Signal”), owns the remaining 60% of American Georgetown, Inc. ABCL also holds 49% of Northwest Missouri Holdings, Inc., which, in turn, holds 100% of Oregon Farmers Mutual Telephone Company, an ILEC in Missouri. Signal owns the remaining 51% of Northwest Missouri Holdings, Inc. ABCL, owns 49% of Eastern Kansas Holdings, Inc., which, in turn, owns 100% of S & A Telephone Company, Inc., a Kansas ILEC. Signal owns the remaining 51% of Eastern Kansas Holdings, Inc. ABCL owns 49% and Signal owns 51% of Pymatuning Holding Company, which owns 100% of the Pymatuning Independent Telephone Company, a Pennsylvania rural ILEC. ABCL will, pursuant to contract, provide management services to Waverly Hall and Waverly Hall Holdings, Inc., 4 Eliot Nolen, a US citizen, owns approximately 95% of Garden House, LLC and does not own or control other communications businesses. Eurazeo indirectly owns approximately 15. 2% of Eutelsat, which it holds through a 66% interest in BlueBirds (which holds a 23% interest in Eutelsat). Eutelsat provides communications services in Europe and the Indian Ocean Region. Eurazeo also owns a 11% interest in Distacom, which owns companies providing telephone service in Hong Kong and India. 5 Mr. Eudy owns 60% of Dialog Telecommunications, a competitive local exchange carrier operating in Kentucky, Mississippi and North Carolina. 2 5 B402, Washington, DC 20554, telephone: (202) 488- 5300, fax: (202) 488- 5563, or via e- mail www. bcpiweb. com. For further information, please contact Tracey Wilson- Parker, at (202) 418- 1394, or Kimberly Jackson at (202) 418- 7393. - FCC - 5