*Pages 1--4 from Microsoft Word - 50981.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- 2282 Released: August 12, 2005 DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF WINSTAR COMMUNICATIONS, LLC, FROM WINSTAR HOLDINGS, LLC TO GVC NETWORKS, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 05- 242 Comments Due: August 26, 2005 Reply Comments Due: September 2, 2005 On July 21, 2005, Winstar Communications, LLC (“ Winstar”) and GVC Networks, LLC (“ GVC” or “Transferee”) (collectively, “Applicants”) filed an application pursuant to sections 63.03 and 63.04 of the Commission’s rules requesting authority to transfer control of Winstar’s domestic and international Section 214 authorizations from Winstar Holdings, LLC (“ Winstar Holdings”) to GVC. 1 Applicants assert that this transaction is entitled to presumptive streamlined treatment pursuant to sections 63.03( b)( 1)( ii) of the Commission’s rules. The Transferee, GVC and its direct and indirect owners do not provide domestic interstate telecommunications services and do not have an ownership interest in any company that provides domestic telecommunications services. Accordingly, the acquisition of control of Winstar will not result in an increased concentration in any market for telecommunications services in the United States. 2 Winstar is a limited liability company organized under the laws of the State of Delaware. Winstar is authorized to provide domestic interstate telecommunications services, 3 and global or 1 Applicants are also filing an application for transfer of control associated with authorization for international services. Any action on this domestic 214 application is without prejudice to Commission action on other related, pending applications. 2 47 C. F. R. § 63. 03( b)( 1)( ii). 3 Winstar operates it telecommunications services directly and through the following wholly- owned subsidiaries: Winstar Communications of Arizona, LLC; Winstar of Delaware, LLC; Winstar of Georgia, LLC; Winstar of Hawaii, LLC; Winstar of Indiana, LLC; Winstar of Louisiana, LLC; Winstar of New Jersey, LLC; 1 2 limited global facilities- based international service. Winstar is a wholly- owned operating subsidiary of Winstar Holdings. IDT Corporation ultimately owns Winstar Holdings. IDT is a publicly held corporation organized under the laws of the State of Delaware. GVC is a Delaware limited liability company wholly owned by GVC Holdings, Inc., a U. S. corporation. GVC is a minority- owned enterprise formed to provide facilities- based local, long distance, and high speed data (broadband) communications services to business and multi-tenant residential entities. GVC is currently authorization to provide these services in the State of Michigan. 4 The following individuals hold a 10% or greater equity interest in GVC Holdings: Kirkland Dudley, a U. S. citizen, 51%; and Dwayne Logan, a U. S. citizen, 34%. As part of the proposed transaction, Winstar’s parent company, Winstar Holdings, will form a subsidiary, Winstar, LLC (“ Winstar Newco”) and GVC will also form a wholly- owned subsidiary (“ GVC NewCo”). Winstar NewCo will merge into GVC NewCo. Winstar NewCo will be the surviving entity after the merger. As a result of the merger, Winstar NewCo, along with Winstar, will be spun off from Winstar Holdings, whereby GVC will acquire, indirectly, 100% of the equity interest in Winstar through its ownership interest in Winstar NewCo. Applicants state that the proposed transaction will serve the public interest by ensuring the continuation of Winstar’s business and its position as a strong competitor in the domestic and international telecommunications markets, assuring that the benefits of competition generated by Winstar’s presence will not be lost to consumers. Applicants state the proposed transaction will be completed at the holding company level and will not change the rates, terms or conditions of Winstar’s services, the proposed transaction will be transparent to customers of Winstar receiving services in the United States. GVC will supplement Winstar’s current management, the majority of whom will be retained post- close, and will bring additional capital to Winstar. In addition, Applicants indicate that GVC, as a minority- owned enterprise, whose objective is not only to serve existing Winstar customers but to extend its product line, including broadband communications to underserved and minority populations throughout the United States, will improve telecommunications infrastructure and economic opportunities for the United States as a whole. 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 26, 2005 and reply comments on or before September 2, Winstar of New York, LLC; Winstar of Pennsylvania, LLC; Winstar of Virginia, LLC; and Winstar of West Virginia, LLC. 4 See Michigan Public Service Commission, Case U- 13828. 2