*Pages 1--4 from Microsoft Word - 59868.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- 1928 Released: September 26, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF OPERATOR SERVICE COMPANY, LLC FROM BC HOLDING III CORPORATION AND ONSLOW HOLDINGS, LLC TO INFONXX, INC. STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 175 Comments Due: October 10, 2006 Reply Comments Due: October 17, 2006 On September 12, 2006, BC Holding III Corporation (“ BC Holding”) and Onslow Holdings, LLC (“ Onslow”) (collectively “Transferors”), along with InfoNXX, Inc. (“ InfoNXX” or “Transferee”), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 requesting authority to transfer control of Operator Service Company, LLC (“ OSC,” collectively, “Applicants”) to InfoNXX. 2 OSC holds Section 214 authorizations to provide domestic and international telecommunications services. Applicants assert that this transaction is entitled to presumptive streamlined treatment under 63.03( b)( 2)( i) of the Commission’s rules because the proposed transaction will result in (i) Transferee having a market share in the interstate, interexchange market of less than 10 percent; (ii) Transferee providing 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 transaction; and (iii) none of the Applicants being dominant with respect to any service. 3 1 47 C. F. R. §§ 63.03, 63.04; see 47 U. S. C. § 214. 2 Applicants filed a supplement to their domestic application on Sept. 22, 2006. 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 BC Holding, a Delaware corporation, and Onslow, a California limited liability company, own OSC, a Delaware limited liability company. BC holds a 51% ownership interest in OSC, and Onslow holds a 49% ownership interest. OSC provides operator services, directory assistance, and inbound customer care to the telecommunications industry. It is certified nationwide (except in North Carolina) to offer resale interexchange telecommunications services, but primarily provides operator- assisted services. InfoNXX, a privately- held Delaware corporation, provides directory assistance services nationwide. The following entities own at least 10 percent of the equity of InfoNXX: Pines InfoNXX, Inc., a Delaware corporation (16%); Thomas Tisch Trusts, a New York trust (13%); TCV, L. P., a Delaware limited partnership (14%); and Marwell InfoNXX, Inc., a Delaware corporation (10%). Applicants state that no entities own a 10 percent or greater equity interest in Pines InfoNXX, Inc., Thomas Tisch Trusts, and Marwell InfoNXX, Inc., and that none of these entities provide telecommunications service. TCV, L. P. is ultimately controlled by Technology Crossover Member V, L. L. C., a Delaware limited liability company. Applicants assert that no other entity owns a 10 percent or greater direct or indirect equity interest in InfoNXX. Applicants state that they will enter into a purchase agreement (“ Agreement”) by which InfoNXX will purchase all ownership interests in OSC in return for a cash payment to BC Holding and Onslow and a full repayment of OSC’s debt. As a result of the Agreement, InfoNXX will own 100% of OSC’s equity. Following the Agreement, InfoNXX intends to assign OSC to its wholly- owned subsidiary, InfoNXX Operating Company. Applicants state that the proposed transaction serves the public interest because it will increase competitive choice for consumers, who will be able to take advantage of InfoNXX’s operating experience, and because the transaction will be transparent to OSC’s customers, who will continue to receive service at the same rates, terms, and conditions. 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 October 10, 2006 and reply comments on or before October 17, 2006. 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) the Commission’s Electronic Comment Filing System (ECFS), (2) the Federal 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