*Pages 1--4 from Microsoft Word - 60804.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- 2270 Released: November 2, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF GUAM CABLE GROUP, INC., FROM STARTEC GLOBAL OPERATING COMPANY TO GUAM TELECOM, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 199 Comments Due: November 16, 2006 Reply Comments Due: November 24, 2006 On September 20, 2006, Guam Cable Group, Inc. (“ GCG”), Startec Global Operating Company (“ Startec” or “Transferor”), and Guam Telecom, LLC (“ GTL” or “Transferee”) (collectively, “Applicants”), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 requesting authority to transfer control of Startec’s 50 percent interest in GCG to GTL. 2 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: (1) Transferee having a market share in the interstate, interexchange market of less than 10 percent; (2) 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 (3) 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 the application on November 1, 2006. Applicants have also filed 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. 3 47 C. F. R. § 63.03( b)( 2)( i). 1 2 GCG, a Delaware corporation headquartered in Hagåtña, Guam, offers long distance services to business and residential customers in the Territory of Guam. Startec, a Delaware corporation, offers long distance services to residential customers nationwide. Startec owns fifty percent of the outstanding common stock of GCG. GTL, a Delaware limited liability company headquartered in Dededo, Guam, offers domestic and long distance services to business and residential customers in the Territory of Guam. GTL is wholly– owned by MCV Guam Investments, LLC, a Delaware limited liability company. MCV Guam Holding Corp, a Guam corporation, owns 99.7 percent of MCV Guam Investments, LLC. In turn, MCV Guam Holding Corp. is wholly- owned by MCV Acquisition, LLC, a Delaware limited liability company. Seaport Capital Partners II, LP, a Delaware limited partnership, owns 89.9 percent of MCV Acquisition, LLC. United Micronesia Development Association, a U. S.- based investment entity, owns 8.3 percent of MCV Acquisition, LLC. CEA Investment Partners II, LLC, a U. S.- based limited liability investment company, is the sole general partner of Seaport Capital Partners II, LLC. 4 Seaport Associates, LLC, a Delaware limited liability investment company, and CEA Seaport Holdings, LLC, a Delaware limited liability investment company, own 75 percent and 25 percent, respectively, of CEA Investment Partners II, LLC. The J. Patrick Michaels Family Trust, a U. S- based investment entity, holds the controlling interest in CEA Seaport Holdings, LLC. 5 William Luby and James Collis, both U. S. citizens, are the managing members of Seaport Associates, LLC. 6 The ultimate controlling ownership interests in GTL are thus held by the J. Patrick Michaels Family Trust, William Luby, and James Collis. Pursuant to the terms of a stock purchase agreement dated August 10, 2006, Startec agreed to sell its 50 percent interest in GCG to GTL. The parties also executed a Management Services Agreement pursuant to which GTL agrees to provide certain management services to GCG, subject to GCG’s direction and control. After the transaction is approved, GTL will assume complete management control of GCG. Applicants submit that the public interest, convenience and necessity would be furthered by grant of this Application. They state that the proposed transaction will serve the public interest by enhancing GTL's service capabilities and increasing its effectiveness as a provider of telecommunications in the competitive marketplace, as well as assure the continued provision of service to GCG's 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 any transfer of control 4 The California Public Employees’ Retirement System, a U. S- Based retirement administrator, owns 13.7 percent of Seaport Capital Partners II, L. P. Applicants state that there is no interest holder with a derivative interest in GTL of 10 percent or greater. 5 Applicants state that J. Patrick Michaels, Jr., Trustee of the J. Patrick Michaels Family Trust, holds a cognizable interest in CEA Capital Corp, which indirectly holds a controlling voting interest in Reserve Long Distance, Inc., a rural incumbent local exchange carrier providing voice and date services in Reserve and La Place, Louisiana. 6 Applicants state that William Luby and James Collis hold cognizable interests in Seaport Associates III, L. P., which indirectly holds a controlling voting interest in Everest Midwest, LLC, a competitive local exchange carrier providing voice and data services in the Kansas City metropolitan area. 2