*Pages 1--6 from Microsoft Word - 51149.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- 2347 Released: August 23, 2005 DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF BUSINESS PRODUCTIVITY SOLUTIONS, INC., TO MANHATTAN TELECOMMUNICATION CORPORATION D/ B/ A METROPOLITAN TELECOMMUNICATIONS STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 05- 262 Comments Due: September 6, 2005 Reply Comments Due: September 13, 2005 On August 11, 2005, Manhattan Telecommunications Corporation d/ b/ a Metropolitan Telecommunications (“ MetTel”) and Business Productivity Solutions, Inc. (“ BPS”), (collectively “Applicants”), filed an application, pursuant to sections 63.03 and 63.04 of the Commission’s rules, 1 requesting approval to transfer control of BPS to MetTel. MetTel and BPS are non- dominant carriers authorized by the Commission to provide international and domestic telecommunications services. 2 Applicants assert that this transaction is entitled to presumptive streamlined treatment under section 63.03( b)( 2)( i) of the Commission’s rules because (a) after the proposed transaction, MetTel and its affiliates will have less than 10 percent market share in the interstate, interexchange marketplace and will provide competitive services exclusively in areas served by dominant local carriers that are not parties to the proposed transaction, and (b) the Applicants are not currently dominant with respect to any domestic service, and will not become dominant with respect to any domestic service after consummation of the proposed transaction. 3 1 47 C. F. R §§ 63.03, 63.04; see 47 U. S. C. § 214. 2 Applicants are also filing applications 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. 3 47 C. F. R. § 63.03( b)( 2)( i). 1 2 MetTel is a privately- held corporation organized under the laws of the state of Delaware. Either directly or through its wholly owned operating subsidiaries, 4 MetTel presently provides local exchange, domestic interexchange (both interLATA and intraLATA), international and advanced data and Internet services to customers residing in: California, Connecticut, District of Columbia, Delaware, Florida, Georgia, Illinois, Maine, Maryland, Massachusetts, Michigan, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Texas, Vermont, Virginia, and West Virginal. MetTel is a direct, wholly owned subsidiary of Metropolitan Telecommunications Holding Company (“ MTHC”), also a Delaware corporation. The following individuals or entities hold a 10% or greater direct ownership interest in MTHC: Marshall Aronow, a U. S. citizen, 28%; David Aronow, a U. S. citizen, 27%; Joseph Aronow Trust U/ A 4/ 13/ 99, a U. S. Trust, 13.5%; Deborah Aronow Trust U/ A 4/ 13/ 99, a U. S. Trust, 13.5%. No other person or entity holds a 10% or greater direct or indirect ownership interest in MTHC. BPS is a privately- held corporation organized under the laws of the state of Minnesota. BPS provides resold intrastate and interstate telecommunications throughout the contiguous United States and the District of Columbia. Additionally, BPS is authorized to provide local exchange services in Connecticut, Delaware, Hawaii, Kansas, Missouri, Massachusetts, North Dakota, Oregon, Tennessee and Wisconsin. BPS is a direct, wholly owned subsidiary of Eschelon Operating Company (“ OPCO”), a Minnesota corporation that functions as a holding company, which in turn is a direct, wholly owned subsidiary of Eschelon Telecom, Inc. (“ ETI”), a Delaware corporation, and the ultimate parent corporation. ETI is authorized to provide telecommunications services in California, Idaho, New Mexico and New York; however, ETI only provides service, specifically long distance resale service, to 1 business customer in New York. OPCO has several direct, wholly owned subsidiaries that offer telecommunications services in various states. 5 In these states, the subsidiaries provide resold and facilities- based local, resold long distance, Internet and data services to small and medium sized businesses. ETI’s BPS subsidiary also provides long distance services to residential customers. ETI and its 4 In New York, MetTel provides services directly through Manhattan Telecommunications Corporation. In other states, MetTel provides services through its wholly owned subsidiaries, Metropolitan Telecommunications of California, Inc., Metropolitan Telecommunications of CT, Inc., Metropolitan Telecommunications of D. C., Inc., Metropolitan Telecommunications of DE, Inc., Metropolitan Telecommunications of Florida, Inc., Metropolitan Telecommunications of Georgia, Inc., Metropolitan Telecommunications of Illinois, Inc., Metropolitan Telecommunications of Maine, Inc., Metropolitan Telecommunications of Maryland, Inc., Metropolitan Telecommunications of Mass., Inc., Metropolitan Telecommunications of Michigan, Inc., Metropolitan Telecommunications of New Hampshire, Inc., Manhattan Telecommunications Corporation of New Jersey, Inc., Metropolitan Telecommunications of North Carolina, Inc., Metropolitan Telecommunications of Ohio, Inc., Metropolitan Telecommunications of PA, Inc., Metropolitan Telecommunications of Rhode Island, Inc., Metropolitan Telecommunications of South Carolina, Inc., Metropolitan Telecommunications of Texas, Inc., Metropolitan Telecommunications of Vermont, Inc., MetTel of VA, Inc. and Metropolitan Telecommunications of West Virginia, Inc. 5 Advanced TelCom, Inc., Eschelon Telecom of Minnesota, Inc., Eschelon Telecom of Washington, Inc., Eschelon Telecom of Colorado, Inc., Eschelon Telecom of Nevada, Inc., Eschelon Telecom of Arizona, Inc., Eschelon Telecom of Utah, Inc. and Eschelon Telecom of Oregon, Inc. 2 3 subsidiaries, collectively “Eschelon,” provide voice, data, Internet services and business telephone systems to over – 50,000 customers, and have over 387,000 access lines in service. Eschelon owns switches in all states where it offers local services. Eschelon provides local and long distance facilities- based service in 19 markets in 8 states. 6 There are no other affiliates of BPS that offer domestic telecommunications services. On October 7, 2004, BPS was created to facilitate ETI’s acquisition of certain assets purchased from GE Business Productivity Solutions, Inc. (“ GEBPS”). The details of this transaction, which was approved by the Commission on December 20, 2004, 7 are set forth in the Commission’s records pertaining to BPS’s Section 214 application for Commission approval of its acquisition of assets from GE Business Productivity Solutions, Inc. 8 Pursuant to the terms of a Stock Purchase Agreement (“ Agreement”), dated August 9, 2005, by and between MetTel, OPCO and BPS, MetTel will acquire 100% of the issued and outstanding capital stock of BPS, which is currently held by BPS’s immediate parent, OPCO (the “Transaction”). Following completion of the proposed Transaction, BPS will be a direct, wholly owned subsidiary of MetTel. The Applicants submit that the proposed Transaction serves the public interest. In particular, Applicants indicate that the proposed Transaction will be entirely transparent to customers of BPS. Immediately after consummating the proposed Transaction, MetTel will continue to provide the identical end user telecommunications and other services to the affected customers and will continue to provide these services at the rates and pursuant to the terms and conditions of service these customers currently receive from BPS. Further, MetTel will continue to provide service under the BPS name. The Applicants expect that the proposed Transaction will increase competition in the telecommunications market by strengthening MetTel’s position as an effective and multifaceted telecommunications carrier. The Applicants state the Transaction will allow MetTel to combine its financial, technical and market resources and expertise with that of BPS, thereby enhancing its ability to provide reliable, competitively priced services to customers. 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 6 ETI and its operating subsidiaries, not including BPS, are not involved in the instant transaction. They will continue to hold their telecommunications authorizations and serve their existing customers as they have in the past. 7 See Public Notice, DA 04- 3998, Notice of Streamlined Domestic 214 Applications Granted, WC Docket No. 04- 413 (rel. Dec. 21, 2004). 8 See Domestic Section 214 Application filed for Acquisition of Assets of GE Business Productivity Solutions, Inc., by Business Productivity Solutions, Inc., WC Docket No. 04- 413. 3 6 For further information, please contact Tracey Wilson- Parker, at (202) 418- 1394, or Renée R. Crittendon at (202) 418- 2352. - FCC - 6