*Pages 1--5 from Microsoft Word - 61163.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- 2359 Released: November 22, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF CORONA HOLDINGS, INC. TO SSF PARTNERS, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 202 Comments Due: December 6, 2006 Reply Comments Due: December 13, 2006 On October 30, 2006, Corona Holdings, Inc. (“ Corona”) and SSF Partners, LLC (collectively, "Applicants"), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 requesting authority to transfer control of Corona Holdings, Inc. to SSF Partners, LLC (“ SSF”). 2 Applicants assert that this transaction is entitled to presumptive streamlined treatment under section 63.03( b)( 2)( ii) and (iii) of the Commission’s rules because the transaction would result in the transferee having a market share in the interstate, interexchange market of less than 10 percent, and the transferee 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 transaction. With respect to section 63.03( b)( 2)( ii), the Applicants area a dominant carrier and a non-dominant carrier that provides services exclusively outside the geographic area where the dominant carrier is dominant. With respect to section 63.03( b)( 2)( iii), the Applicants are incumbent, independent local exchange carriers that have, in combination, fewer than two percent of the nation’s subscriber lines installed in the aggregate nationwide, and no overlapping or adjacent service areas. 3 Corona Holdings, Inc. is a North Carolina corporation, which does not itself provide telecommunications services at any location. Corona is the parent entity of Cable Co, LLC d/ b/ a gh 1 47 C. F. R. §§ 63.03, 63.04; see 47 U. S. C. § 214. 2 Applicants state that they will file 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. On November 16, 2002, Applicants filed a supplement to their application. See Corona Holdings Inc., Application for Authorization Pursuant to Section 214 of the Communications Act, as Amended, for Transfer of Control, Supplement, WC Docket No. 06- 202 (filed November 16, 2006) (November 16 Supplement). 3 47 C. F. R. §§ 63. 03( b)( 2)( ii) and (iii). 1 2 Valley LD (“ CableCo”), South Park LLC d/ b/ a South Park Telephone Company (“ South Park”), and The Rye Telephone Company (“ Rye”), each of which is ultimately 100% owned by Corona. Corona is a wholly- owned subsidiary of American Broadband Acquisition Corp. III. The owners of at least ten percent (10%) of equity of the American Broadband Acquisition Corp. III are American Broadband Communications, LLC (49%) and Signal Equity Partners II, LP (40%). 4 The owners of at least ten percent (10%) of equity of American Broadband Communications, LLC are Patrick L. Eudy (48.75%) and William H. Tucker (48.75%). Signal Equity Partners II, LP is owned by Signal Equity Advisors II, LLC (2.94%, general partner); Garden House LLC (58.9%, limited partner); Eurazeo (23.5%, limited partner); and Burden Direct Investment Fund III (11.76%, limited partner). The owners of at least ten percent (10%) of equity of Signal Equity Advisors II, LLC are: Timothy P. Bradley (23.3%); Alfred j. Puchala, Jr. (22.3%); Christian Nolen (19.6%); Malcolm C. Nolen (19.6%); and Charles I. Lake II (11.2%). CableCo, a Colorado corporation, is a toll reseller providing service to subscribers in and around Colorado City, Colorado. SouthPark, a Colorado corporation, is an incumbent LEC providing local exchange and exchange access service to subscribers in and around South Park, Colorado. Rye, also a Colorado corporation, is an independent telephone company providing local exchange and exchange access service to subscribers in and around Colorado City, Colorado. SSF, a Delaware limited liability company, is a U. S. investment corporation. DB Zwirn Special Opportunities Fund, LP (“ DBZ- SOF”) holds a 99% equity interest in SSF. With the agreement of DBZ-SOF, the authority to oversee and control the day- to- day management and operations of SSF has been delegated to SSF Advisors, LLC (SSF Advisors). SSF Advisors is owned by three U. S. citizens with a 10% or greater equity interest: Timothy P. Bradley (36.84%), Alfred J. Puchala, Jr. (36.84%), Charles T. Lake, II (18.42%). Following consummation of the proposed transaction, Corona Holdings, Inc. will continue to be a 100% wholly- owned subsidiary of American Broadband Acquisition Corp., III. The following changes will occur in the ownership of American Broadband Acquisition Corp. III: American Broadband Communications, LLC will hold 30%, rather than the current 49%; Signal Equity Partners II LP, will not hold any interest; SSF Partners, Inc., will hold 70% of Corona Holdings. Accordingly, control of Corona 4 American Broadband Communications, Inc., (“ ABCI”), a sister corporation to American Broadband Communications LLC (“ ABCL”), holds 49% of American Georgetown, Inc., which, in turn, owns 100% of Georgetown Telephone Company, an incumbent Local Exchange Carrier (incumbent LEC) in Mississippi. Signal Equity Partners II, LP (“ Signal”), owns the remaining 51% of American Georgetown, Inc. ABCI also holds 49% of Northwest Missouri Holdings, Inc., which, in turn, holds 100% of Oregon Farmers Mutual Telephone Company, an ILEC in Missouri. Signal owns the remaining 51% of Northwest Missouri Holdings, Inc. American Broadband Acquisition Corp. (“ ABAC”) has a 100% interest in Eastern Kansas Holdings, Inc., which, in turn, owns 100% of S & A Telephone Company, Inc., a Kansas incumbent LEC. ABCL owns 49% of ABAC; Signal owns 26.4% of ABAC with 51% of Pymatuning Holding Company, which owns 100% of the Pymatuning Independent Telephone Company, a Pennsylvania rural incumbent LEC. ABAC has a 100% interest in Waverly Hall Holdings, Inc., which in turn owns 100% of Waverly Hall Telephone, LLC, an incumbent LEC in Georgia. American Broadband Acquisition Corp. IV has a 100% interest in Mail Holdings, Inc. which, in turn, owns 100% of Gridley Enterprises, Inc. Gridley Enterprises, Inc. owns 100% of Gridley Communications, Inc. and Gridley Telephone Co., an incumbent LEC in Illinois. See November 16 Supplement for the state of incorporation and service area for each telecom provider listed. November 16 Supplement, WC Docket No. 06- 202 (Nov. 16, 2006). 2 5 For further information, please contact Myrva Charles at (202) 418- 1506, or Dennis Johnson at (202) 418- 0809. - FCC - 5