*Pages 1--5 from Microsoft Word - 55166.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- 396 Released: February 22, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR ACQUISITION OF CERTAIN ASSETS OF STRATEGIC ALLIANCE MANAGEMENT, INC. BY ZONE USA, INC. (D/ B/ A ZONE TELECOM, INC.) STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 35 Comments Due: March 8, 2006 Reply Comments Due: March 15, 2006 On January 24, 2006, Zone USA, Inc., d/ b/ a Zone Telecom, Inc. (“ Zone Telecom, Inc.”) and Strategic Alliance Management, Inc. (“ SAM”) (collectively, “Applicants”), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 seeking approval to transfer control of certain assets of SAM to Zone Telecom, Inc. 2 Applicants assert that this transaction is entitled to presumptive streamlined treatment under section 63.03( b)( 2)( i) of the Commission’s rules. Immediately following the transaction: (1) Zone Telecom, Inc. and its affiliates will hold less than a 10% share of the interstate, interexchange market; and (2) Zone Telecom, Inc. and its affiliates will provide local exchange services or exchange access services (if at all) exclusively in geographic areas served by a dominant local exchange carrier (“ LEC”) that is not a party to this transaction. With respect to section 63.03( b)( 2)( i), none of the Applicants or their affiliates is dominant with respect to any U. S. domestic telecommunications service. 3 SAM, a Nevada corporation, provides wholesale interexchange service throughout the 1 47 C. F. R § 63.04; see 47 U. S. C. § 214. 2 Applicants filed an amendment to their application on February 8, 2006 providing additional ownership information for Zone Telecom, Inc. and revised exhibits to the Application. 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 U. S. SAM operates in conjunction with certain affiliates (together, “WRLD”), to provide wholesale resold international and domestic telecommunications service under the WRLD brand. SAMMM International, LLC, a Nevada entity, wholly owns SAM. The following individuals, all U. S. citizens, currently hold a 10% or greater ownership interest in SAMMM International, LLC: Matthew Lewis (33%); Michelle Lewis (33%); and Michael Lewis (33%). Zone Telecom, Inc., a Delaware corporation, provides wholesale and retail interexchange service throughout the U. S. ZONE Global Limited, a British Virgin Islands entity, wholly owns Zone Telecom, Inc. Cyberman Limited, a British Virgin Islands entity, wholly owns ZONE Global Limited. e- Kong Pillars Holdings Limited, a British Virgin Islands entity, wholly owns Cyberman Limited. e- Kong Group Limited, a Bermuda entity, wholly owns e- Kong Pillars Holdings Limited. The following entities currently hold a 10% or greater direct ownership interest in e- Kong Group Limited: Goldstone Trading Limited, a British Virgin Islands entity (20.9%); Great Wall Holdings Limited, a Niue entity (14.4%); and Future (Holdings) Limited, a Saint Lucia entity (14.4%). The following individuals currently hold a 10% or greater attributable ownership interest in Zone Telecom, Inc. through an attributable ownership interest (direct and/ or indirect) in e- Kong Group Limited: Richard John Siemens, a Canadian citizen (21.4%); 4 William Bruce Hicks, a Canadian citizen (15%); 5 Kuldeep Saran, an Indian citizen (14.4%). 6 No other entities or individuals hold a 10% or greater attributable ownership interest in e- Kong Group limited or Zone Telecom, Inc. On January 16, 2006, Zone Telecom, Inc. and WRLD entered into an Asset Purchase and Sale Agreement (“ Agreement”) whereby Zone Telecom, Inc. agreed to purchase, and WRLD agreed to sell, the assets used in the provision of such wholesale service, including all underlying carrier accounts and all wholesale customer accounts. Applicants state that the proposed transaction serves the public interest because the proposed acquisition will benefit consumers through improved services and lower rates. 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 4 21.4% ownership interest attributed as follows: 20.9% indirect ownership interest through controlling interest in Goldstone Trading Limited; and 0.5% indirect ownership interest through controlling interest in Siemens Enterprises Limited, a Hong Kong investment holding company. Siemens Enterprises Limited holds a 0.5% direct ownership interest in e- Kong Group Limited. 5 15% ownership interest attributed as follows: 14.4% indirect ownership through controlling interest in Great Walls Holdings Limited; and 0.6% indirect ownership interest through shares held personally in e- Kong Group Limited. 6 14.4% ownership interest attributed as follows: 14.4 % indirect ownership interest through controlling interest in Future (Holdings) Limited; and de minimis (i. e., less than 0.1%) indirect ownership interest through shares held personally in e- Kong Group Limited. 2 5 For further information, please contact Tracey Wilson- Parker at (202) 418- 1394, or Adam Kirschenbaum at (202) 418- 7280. - FCC - 5