*Pages 1--5 from Microsoft Word - 57198.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 06- 1092 Released: May 24, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE ACQUISITION OF CERTAIN ASSETS OF CHARTER COMMUNICATIONS VI, LLC AND CHARTER FIBERLINK WV- CCO, LLC BY CEBRIDGE TELECOM WV, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 79 Comments Due: June 7, 2006 Reply Comments Due: June 14, 2006 On March 29, 2006, Charter Communications VI, LLC and Charter Fiberlink WV- CCO, LLC (collectively “Charter” or “Transferors”) and Cebridge Telecom WV, LLC (“ Cebridge” or “Transferee,” Transferors and Transferee will be referred to as “Applicants”) filed an application, pursuant to section 63.04 of the Commission’s rules, 1 requesting authority to transfer certain interstate telecommunications customers in West Virginia from Charter to Cebridge. Applicants submit that this transaction is entitled to presumptive streamlined treatment under section 63.03( b)( 2) of the Commission’s rules because (i) the proposed transaction would result in Cebridge and all of its affiliates having a market share in the interstate, interexchange market of less than 10%, (ii) Cebridge and all of its affiliates would provide competitive telephone exchange services or exchange access services (if at all) exclusively in geographic areas served by a dominant local exchange carrier that is not a party to the proposed transaction, and (iii) neither the Applicants nor any of their affiliates is dominant with respect to any service. 2 Transferors, Charter Communications VI, LLC and Charter Fiberlink WV- CCO, LLC are Delaware limited liability companies. Charter and its affiliates provide telecommunications services to residential and business customers as well as customers that receive funding under the Federal Schools and Libraries program (“ e- rate”) throughout the United States. The only Charter telecommunications customers in the state of West Virginia affected by the proposed 1 47 C. F. R § 63.04; see 47 U. S. C. § 214. On May 18, 2006, the Applicants filed a letter supplementing their application with information requested by Staff. 2 47 C. F. R. § 63.03( b)( 2)( i). 1 2 transaction are school districts. Charter provides the underlying telecommunications transport in connection with data transport services and Internet access to school districts in West Virginia that receive funding from the e- rate program in connection with these services. Certain of Charter’s contracts with the West Virginia school districts for the provision of these services will be transferred to Cebridge upon approval of the proposed transaction. Charter Communications, Inc., a Delaware corporation, indirectly holds controlling interests in Charter Communications VI, LLC and Charter Fiberlink WV- CCO, LLC. Charter Communications, Inc. is a publicly-traded corporation. Mr. P. G. Allen, a U. S. citizen, owns 9.6% of the equity securities and 92.5% of the voting securities of Charter Communications, Inc. As of the date Applicants filed their supplement to the application, Charter is unaware of any other person or entity that holds 10% or more of the equity or voting securities of Charter Communications, Inc. Transferee, Cebridge Telecom WV, LLC is a West Virginia limited liability company. Cebridge and its affiliates do not currently provide any telecommunications services. Cebridge is an indirect, wholly- owned subsidiary of Cebridge Connections Holdings, LLC (“ Cebridge Holdings”), a U. S. limited liability company. The following entities own a 10% or greater equity interest in Cebridge Holdings: (1) OCM Principal Opportunities Fund II, LP (“ OCM”), a U. S. limited partnership engaged in private investments (37.81% equity and voting interest); (2) PAR Investment Partners, LP (“ PAR”), a U. S. limited partnership engaged in private investments (16.36% equity and voting interest); and (3) GS Capital Partners 2000, L. P. (“ GS Capital”), a U. S. limited partnership engaged in private investments (14.05% equity and voting interest). There are no other investors in Cebridge Holdings that hold a 10% or greater interest. Furthermore, each 10% or greater interest holder (each of which is a U. S. entity) in OCM, PAR and GS Capital holds, as a result of its ownership interest in OCM, PAR or GS Capital, as the case may be, less than a 10% indirect equity and voting interest in Cebridge. Through the proposed transaction, the Applicants seek to, among other things, transfer a portion of the e- rate customer base receiving telecommunications services from Charter in West Virginia to Cebridge. Specifically, an affiliate of Cebridge and an affiliate of Charter signed an asset purchase agreement, which will be assigned by such Cebridge affiliate to Cebridge and certain other Cebridge affiliates immediately prior to the closing contemplated thereunder, pursuant to which Cebridge, as an assignee, proposes to acquire certain regulated communications facilities of Charter currently used to provide cable television and Internet access services, as well as a limited number of telecommunications services provided to school districts in West Virginia. All interstate telecommunications customers to be transferred pursuant to the proposed transaction will be transferred to Cebridge Telecom WV, LLC, and not to any other entity. Applicants assert that the proposed transaction will serve the public interest because it will create a new, facilities- based competitor in the telecommunications market in West Virginia. The Applicants further assert that Cebridge will use cable- based technology to provide a competitive choice in telephone service in many markets still dominated by incumbent local exchange carriers. Moreover, Cebridge claims that it currently employs and intends to hire managers with telecommunications experience. 2 5 Filings and comments are also available for public inspection and copying during regular business hours at the FCC Reference Information Center, Portals II, 445 12th Street, S. W., Room CY- A257, Washington, D. C. 20554. They may also be purchased from the Commission’s duplicating contractor, Best Copy and Printing, Inc., Portals II, 445 12th Street, S. W., Room CY-B402, Washington, D. C. 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 Heather Hendrickson at (202) 418- 7295. - FCC - 5