*Pages 1--5 from Microsoft Word - 54891.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- 309 Released: February 7, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR ACQUISITION OF CERTAIN ASSETS OF U. S LINK, INC. BY INTEGRA TELECOM HOLDINGS, INC. STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 24 Comments Due: February 21, 2006 Reply Comments Due: February 28, 2006 On January 17, 2006, U. S Link, Inc., (“ U. S. Link”) and Integra Telecom Holdings, Inc. and its operating subsidiaries (“ Integra”) (collectively, the “Applicants”), filed an application pursuant to sections 63.03 and 63.04 of the Commission’s rules 1 seeking authority to assign certain customer accounts and assets of U. S Link to Integra, and for the mutual exchange of certain customer accounts and related assets located in Duluth, Minnesota and Fargo, North Dakota. The Applicants are not assigning or transferring control of their specific international Section 214 authorizations, and will retain them post- closing in order to continue operating their respective telecommunications business. 2 Applicants assert that this transaction is entitled to presumptive streamlined treatment under sections 63.03( b)( 2)( ii) and 63.03( b)( 2)( iii) of the Commission’s rules because,: (1) Applicants and their affiliates combined will hold less than a ten percent share of the interstate, interexchange market; (2) in the communities affected by this exchange of assets, neither the Applicants nor their affiliates are dominant with respect to any service; 3 and (3) to the extent U. S. Link’s affiliates are incumbent LECs in other markets, these affiliates have in combination fewer than two percent of the nation’s subscriber lines installed in the aggregate 1 47 C. F. R §§ 63.03, 63.04; see 47 U. S. C. § 214. 2 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 U. S. Link is affiliated with TDS Telecom, an incumbent local exchange carrier (LEC) serving more than 725,000 access line equivalents in 28 states, but not in the areas covered by this Application. 1 2 nationwide, and there are no overlapping or adjacent service areas with Integra being created by this exchange of assets. 4 U. S. Link, a Minnesota corporation, is a competitive local telecommunications provider serving markets in Minnesota and North Dakota. U. S. Link provides its domestic interstate service pursuant to blanket domestic Section 214 authority, and provides international resale services pursuant to its international Section 214 authority. All of the services provided by U. S. Link are competitive in nature, and U. S. Link does not hold a dominant position in any market. US Link is a wholly- owned subsidiary of TDS Telecommunications Corporation (“ TDS Telecom”), a U. S. entity which provides local, long distance and international telecommunications services to rural and suburban communities in 30 states. 5 TDS Telecom is a wholly- owned subsidiary of Telephone and Data Systems, Inc. (“ TDS”), a Chicago- based telecommunications corporation organized under U. S. law that provides service to more than six million local telephone and wireless customers in 35 states. The following entities, both organized under U. S. law, hold a 10% or greater interest in TDS: Southeastern Asset Management, Inc. (10.1%) and the TDS Voting Trust (52.5%). No other entity holds a 10% or greater direct or indirect interest in U. S. Link. Integra, an Oregon corporation, provides local telephone service, long distance and international calling, and high- speed Internet access to small and mid- sized businesses through its wholly owned operating subsidiaries, Integra Telecom of Minnesota, Inc. and Integra Telecom of North Dakota, Inc. Integra’s subsidiaries hold competitive LEC licenses to operate as facilities- based providers in Minnesota, North Dakota, Oregon, Utah, Washington and Wisconsin (resale only). Integra serves over 255,000 access lines across its operating area. Integra Telecom Holdings, Inc. is a wholly- owned subsidiary of Integra Telecom, Inc. The following entities, all organized under U. S. law, own a 10% or greater direct interest in Integra Telecom, Inc.: Boston Ventures Limited Partnership V (40.0%); Nautic Partners LLC (26.4%); and Bank of America Capital Investors, LP (21.1%). The ten percent or greater owners of Boston Ventures Limited Partnership V are BV V Group Trust, a U. S. entity (12.5%), and the New York State Common Retirement Fund, also a U. S. entity (11.1%). 6 Nautic Partners’ interest in Integra Telecom is held through the following managed entities, all U. S. entities: Fleet Growth Resources III, Inc. (13.14%); Fleet Equity Partners VII, L. P. (5.63%); Chisolm Partners, III, L. P. (5.28%); Fleet Venture Resources, Inc. (1.42%); Fleet Equity Partners VI, L. P. 4 47 C. F. R. § 63. 03( b)( 2)( ii), and 47 C. F. R. § 63. 03( b)( 2)( iii). 5 TDS Telecom’s ILEC serves more than 725,000 access lines equivalents in the following states 28 states: Alabama, Arizona, Arkansas, California, Colorado, Florida, Georgia, Idaho, Indiana, Kentucky, Maine, Michigan, Minnesota, Mississippi, Missouri, New Hampshire, New York, North Carolina, Ohio, Oklahoma, Oregon, Pennsylvania, South Carolina, Tennessee, Vermont, Virginia, Washington, and Wisconsin. TDS Telecom’s CLEC operates under the brand name TDS Metrocom and serves more than 426,000 access lines equivalents in North Dakota, Minnesota, Wisconsin, Illinois, and Michigan. 6 The California Teacher’s Retirement System, a California entity, owns more than 50% of the BV V Group Trust. 2 3 (0.61%); and Kennedy Plaza Partners (0.31%). Fleet Growth Resources III, Inc. is a wholly-owned subsidiary of Bank of America Corporation. Bank of America Capital Investors, L. P. is owned by BA Equity Investors, Inc. (99.5% limited partnership interest) and Bank of America Capital Management, L. P. (. 5% general partner interest), both of which are U. S. entities. BA Equity Investors, Inc. is 100% owned by Bank of America Corporation, a U. S. entity. No single individual or entity owns more than 10% of Bank of America Corporation. No other entity holds a 10% or greater direct or indirect interest in Integra. U. S. Link will assign to Integra the customer access lines and certain assets located in U. S. Link’s Fargo, North Dakota and West Fargo, North Dakota collocation sites. In exchange, Integra will assign to U. S. Link the customer access lines located in Integra’s Duluth, Melrose, Hemlock, and Calumet, Minnesota wire centers and any lines in other wire centers associated with such customer accounts. 7 In addition, U. S. Link will sell to Integra certain customer access lines in Fergus Falls, Little Falls, and Nisswa, Minnesota, and Grand Forks, North Dakota. The proposed transaction is subject to the receipt of all required regulatory approvals, including the approval of the Commission. Upon consummation of the proposed transaction, both Integra and U. S. Link will continue to serve their other pre- existing customers in addition to the new customers acquired through the transaction. Applicants state that the proposed transaction will serve the public interest because it will enhance the ability of U. S. Link and Integra to provide high quality telecommunications services in their respective service areas that should invigorate competition and thereby benefit consumers of interstate and international telecommunications services. Applicants expect that customers of both U. S. Link and Integra will continue to receive high quality telecommunications services and customer care, and anticipate that the proposed Transaction will be accomplished in a seamless manner. 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. 8 Unless otherwise notified by the Commission, Applicants are permitted to transfer the 7 Excluded from the proposed transaction are the customer lines located in the wire centers that are being exited provided such customer’s principal business location is outside the Duluth, MN or Fargo, ND area and such customer operates a satellite location in the Duluth, MN or Fargo, ND area. Also excluded are U. S. Link customers who are long distance only and/ or dial up Internet only and are located in the wire centers U. S. Link is exiting. 8 See 47 C. F. R. § 63.03( a). 3