*Pages 1--4 from Microsoft Word - 54853.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- 296 Released: February 6, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF BCN TELECOM, INC. THROUGH THE SALE OF TELECOM ACQUISITION COMPANY, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 29 Comments Due: February 21, 2006 Reply Comments Due: February 28, 2006 On January 20, 2006, BCN Telecom, Inc. (“ BCN Telecom”) and Telecom Acquisition Company, LLC (“ TACO”) (BCN Telecom and TACO, collectively, the “Applicants”), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 seeking authority to transfer control of BCN Telecom through the sale of TACO, its parent company. 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 the proposed transaction will result in: (1) BCN Telecom and its affiliates having a market share in the interstate, interexchange market of less than 10%; (2) BCN Telecom and its affiliates providing competitive telephone exchange services or exchange access services exclusively in geographic areas served by a dominant local exchange carrier that is not a party to the transaction; and (3) neither BCN Telecom nor any of its affiliates are regulated as dominant with respect to any service. 3 BCN Telecom, a New Jersey corporation, is a non- dominant carrier providing international (as well as intrastate and interstate) long distance services through the resale of 1 47 C. F. R § 63.04; see 47 U. S. C. § 214. 2 Applicants are also filing an application for transfer of control associated with authorization for international services. Any action on this domestic section 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 purchased services from various facilities- based carriers. BCN Telecom provides local, long distance, toll- free, UNE- P, T1 to T3 voice or data/ Internet, audio conferencing, and voicemail services to small and medium business customers along the east coast of the U. S. as well as in large call centers throughout the U. S. BCN is a wholly owned subsidiary of TACO. TACO, a New Jersey limited liability company, is a holding company and does not provide telecommunications services. The following U. S. entities or individuals currently hold a 10% or greater interest in TACO: Advance Capital Partners, LLC (37.3%); JADM Partners, LP (36.1%); and Richard M. Boudria (16.5%). No other individual or entity holds a 10% or greater interest in TACO. Post- consummation, the following individuals will hold a 10% or greater interest in TACO, and thus BCN: Richard M. Boudria, a U. S. citizen, (48.5%); and William P. Mulcahy, a U. S. citizen, (11.5%). No other individual or entity will hold a 10% or greater interest in TACO. TACO has reached agreement with certain of the individuals and entities that hold membership interests in TACO – specifically, Advance Capital Partners, LLC; JADM Partners, LP; Salvatore Tiano; and ELD Partners, LP – to acquire all of the members’ interests in TACO. Post- close, two U. S. citizens who are currently officers of BCN Telecom, Richard M. Boudria and William P. Mulcahy will hold a majority of the ownership interests in TACO and thus in BCN Telecom. 4 Applicants state that the proposed transaction serves the public interest because: (1) BCN Telecom will continue to operate as it has in the past, using the same name, terms, and conditions of service, and operating authority; and (2) the transfer of control will be transparent to, and have no adverse impact on, BCN Telecom’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 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 February 21, 2006 and reply comments on or before February 28, 2006. 5 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. 6 Comments may be filed 4 In the course of this transaction, TACO’s ownership will be reorganized, such that only 3 of the current owners will retain an interest in TACO, including Richard M. Boudria and William P. Mulcahy. Applicants state that the remaining interests, however are all below the 10% minimum ownership threshold outlined in our rules. 5 See 47 C. F. R. § 63.03( a). 6 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in connection with the proposed transaction. 2