PUBLIC NOTICE Federal Communications Commission 445 12th St., S.W. Washington, D.C. 20554 News Media Information 202 / 418-0500 Internet: http://www.fcc.gov TTY: 1-888-835-5322 DA 09-188 Released: February 4, 2009 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF CORONA HOLDINGS, INC. STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 08-254 Comments Due: February 18, 2009 Reply Comments Due: February 25, 2009 On December 16, 2008, Corona Holdings, Inc. (Corona) filed an application pursuant to section 63.03 of the Commission’s rules to transfer control of the majority shareholder of the ultimate parent company of Corona from DB Zwirn Special Opportunities Fund, L.P. (DBZ-SOF) to ZM Private Equity Fund II, L.P. (ZM).1 Corona, a North Carolina holding corporation, is the parent company of the following telecommunications entities: CableCo, LLC d/b/a ghValley LD, a toll reseller providing service in Colorado City, Colorado; South Park LLC d/b/a South Park Telephone Company, an incumbent local exchange carrier (LEC) providing service in South Park, Colorado; and The Rye Telephone Company, an incumbent LEC providing service in Colorado City, Colorado. Corona is a wholly-owned subsidiary of American Broadband Acquisition Corp. III, a Delaware corporation that is owned by American Broadband Communications, LLC (30 percent) and SSF Partners, LLC (70 percent), both U.S. entities. Patrick L. Eudy, a U.S. citizen, owns 95.12 percent of American Broadband Communications, LLC. 2 DBZ-SOF currently owns 99 percent of SSF Partners, LLC. Following the transfer of control, Corona will continue to be wholly owned by American Broadband Acquisition Corp. III, and ZM will replace DBZ-SOF as the owner of 99 percent of the equity of SSF Partners, LLC. Applicants state that the following entities own at least 10 percent of the equity of ZM, a U.S.-based limited partnership: Pantheon Global Secondary Fund III “A”, L.P. (31.3 percent), which has Scottish citizenship, Lexington Partners VI Holdings, L.P. (22.3 percent), Pantheon Global Secondary Fund III “B”, L.P. (14.5 percent), and Pomona Capital VII, L.P. (10.2 percent), all with U.S. citizenship.3 1 47 C.F.R. § 63.03; see 47 U.S.C. § 214. Applicants are also filing applications to transfer control of international section 214 authority, radio licenses, and a fixed earth station. Any action on this domestic section 214 application is without prejudice to Commission action on other related, pending applications. Applicants filed supplements to their domestic section 214 application on December 23 and 24, 2008. 2 American Broadband Communications, LLC owns incumbent local exchange carriers in several states. Patrick L. Eudy owns approximately 51 percent of Dialog Telecommunications that provides competitive local exchange services in several states. Applicants state that the only American Broadband Communications, LLC affiliate that is impacted by this proposed transaction is American Broadband Acquisition Corp. III, and that American Broadband Acquisition Corp. III is the only affiliated entity whose ownership includes DBZ-SOF. 3 Applicants state that no entity or person that owns an interest in any of the funds that comprise ZM has a derivative ownership that would result in a 10 percent or greater ownership interest in ZM and, ultimately the applicants 2 Applicants assert that the proposed transaction is entitled to presumptive streamlined treatment under section 63.03(b)(2)(iii) of the Commission’s rules, and that a grant of the application will serve the public interest, convenience, and necessity.4 Application Filed for the Transfer of Control of Corona Holdings, Inc., WC Docket No. 08-254 (filed Dec. 16, 2008). GENERAL INFORMATION The Wireline Competition Bureau finds, upon initial review, that the transfer of control identified herein is 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 section 63.03(a) of the Commission’s rules, 47 C.F.R. § 63.03(a), interested parties may file comments on or before February 18, 2009, and reply comments on or before February 25, 2009. Unless otherwise notified by the Commission, the Applicants may transfer control on the 31st day after the date of this notice.5 Comments must be filed electronically using (1) the Commission’s Electronic Comment Filing System (ECFS) or (2) the Federal Government’s eRulemaking Portal. See 47 C.F.R. § 63.03(a) (“All comments on streamlined applications shall be filed electronically . . . .”); Electronic Filing of Documents in Rulemaking Proceedings, 63 FR 24121 (1998). § Comments may be filed electronically using the Internet by accessing the ECFS, http://www.fcc.gov/cgb/ecfs/, or the Federal eRulemaking Portal, http://www.regulations.gov. Filers should follow the instructions provided on the website for submitting comments. § For ECFS filers, if multiple docket or rulemaking numbers appear in the caption of this proceeding, filers must transmit one electronic copy of the comments for each docket or rulemaking number referenced in the caption. In completing the transmittal screen, filers should include their full name, U.S. Postal Service mailing address, and the applicable docket or rulemaking number. Parties may also submit an electronic comment by Internet e-mail. To get filing instructions, filers should send an e-mail to ecfs@fcc.gov, and include the following words in the body of the message, “get form.” A sample form and directions will be sent in response. In addition, email one copy of each pleading to each of the following: 1) The Commission’s duplicating contractor, Best Copy and Printing, Inc., fcc@bcpiweb.com; phone: 202 / 488-5300; fax: 202 / 488-5563; involved in this application. With the agreement of ZM, the authority to oversee and control the day-to-day management and operations of SSF Partners, LLC will be delegated to SSF Advisors, LLC, which is owned by the following U.S. citizens: Timothy P. Bradley (36.84 percent), Alfred J. Puchala, Jr. (36.84 percent), and Charles T. Lake, II (18.42 percent). Applicants state that the ownership of SSF Advisors, LLC will not change after the proposed transaction. They further state that none of the 10 percent or greater owners of ZM have telecommunications affiliates. 4 47 C.F.R. § 63.03(b)(2)(iii). 5 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in connection with the proposed transaction. 3 2) Tracey Wilson-Parker, Competition Policy Division, Wireline Competition Bureau, tracey.wilson- parker@fcc.gov; 3) Jodie May, Competition Policy Division, Wireline Competition Bureau, jodie.may@fcc.gov; 4) David Krech, International Bureau, Policy Division, International Bureau, david.krech@fcc.gov; 5) Jim Bird, Office of General Counsel, jim.bird@fcc.gov. Filings and comments are available for public inspection and copying during regular business hours at the FCC Reference Information Center, Portals II, 445 12th Street, S.W., Room CY-A257, Washington, D.C. 20554. They may also be purchased from the Commission’s duplicating contractor, Best Copy and Printing, Inc., Portals II, 445 12th Street, S.W., Room CY-B402, Washington, D.C. 20554; telephone: 202 / 488-5300; fax: 202 / 488-5563; email: fcc@bcpiweb.com; url: www.bcpiweb.com. People with Disabilities: To request materials in accessible formats for people with disabilities (braille, large print, electronic files, audio format), send an e-mail to fcc504@fcc.gov or call the Consumer & Governmental Affairs Bureau at 202 / 418-0530 (voice), 202 / 418-0432 (tty). For further information, please contact Tracey Wilson-Parker at 202 / 418-1394 or Jodie May at 202 / 418-0913. - FCC -