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 11-1431 Released: August 19, 2011 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF CONVERSANT TECHNOLOGIES, INC. TO GLOBAL TEL*LINK CORPORATION STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 11-136 Comments Due: September 2, 2011 Reply Comments Due: September 9, 2011 On August 9, 2011, Conversant Technologies, Inc. (CTI) and Global Tel*Link Corporation (GTL) (together, Applicants), filed an application pursuant to section 63.03 of the Commission’s rules1 to transfer control of CTI to GTL. CTI, a Texas corporation, is authorized to provide interstate and inmate telecommunications services to correctional facilities in Alabama, Arkansas, Florida, Georgia, Indiana, Kansas, Kentucky, Louisiana, Maine, Michigan, Mississippi, Missouri, New Mexico, North Carolina, Northern Mariana Islands, Ohio, Oklahoma, Tennessee, Texas, and Wisconsin. GTL, a Delaware corporation, is authorized to provide interstate and inmate telecommunications services to correctional facilities in the District of Columbia and all states except Alaska. GTL is wholly owned by GTEL Holdings, Inc., a Delaware corporation. GTEL Acquisition Corp., a Delaware corporation whose principal business is telecommunications holdings, owns a 100 percent interest in GTEL Holdings, Inc. GTEL Acquisition Corp. is wholly owned by GTEL Holding, LLC, a Delaware limited liability company. In addition to its ownership of GTL, DSI-ITI, LLC,2 Public Communications Services, Inc.,3 and Value-Added Communications,4 GTEL Holding, LLC is affiliated with the following competitive telecommunications companies in which The Goldman Sachs Group, Inc., included in the ownership description below, has the following approximate interests: Cequel Communications, LLC (36 percent) and its subsidiary, Suddenlink Communications; Conterra Ultra Broadband Holdings, Inc. (29 percent) and through Conterra, Detel Wireless LLC (12 percent); CURRENT Group, LLC (11 percent); 1 47 C.F.R § 63.03; see 47 U.S.C. § 214. Applicants are also filing applications 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. 2 DSI-ITI, LLC is certificated to offer inmate calling services in 25 states and the Northern Mariana Islands. 3 Public Communications Services, Inc. and its subsidiaries provide competitive telecommunications services in 30 states. 4 Value-Added Communications provides inmate calling services in all states (with the exception of Alaska, Maine, New Hampshire, Rhode Island, and Vermont) and Puerto Rico. Integra Telecom, Inc. (36 percent); and DISH Network Corporation (11 percent), which holds a controlling interest in Liberty-Bell Telecom LLC. Applicants state that GTEL Holding, LLC is majority owned by: The Veritas Capital Fund III, L.P. (44 percent) and GS Direct, L.L.C. (16 percent). The Veritas Capital Fund III, L.P.’s sole general partner is Veritas Capital Partners III, L.L.C., which is managed by Robert B. McKeon, a U.S citizen. Credit Suisse Private Equity, Inc. owns an approximate 14 percent indirect interest in GTEL Holding, LLC via its interest in The Veritas Capital Fund III, L.P.5 The Goldman Sachs Group, Inc. wholly owns GS Direct, L.L.C., including the right to replace Goldman Sachs & Co. as the sole manager of GS Direct, L.L.C., and has an indirect 16 percent interest in GTEL Holding, LLC. All entities are U.S.-based, and Applicants state that no other person or entity will own a 10 percent or greater interest in GTL. On July 25, 2011, GTL and CTI entered into a Stock Purchase Agreement, pursuant to which CTI will transfer all shares to GTL. As a result, CTI will become a wholly owned subsidiary of GTL, and GTL will acquire direct control of CTI. At some time subsequent to consummation of the proposed transfer of control, CTI will transfer all or substantially all of its assets related to the provision of telecommunications services to GTL. Applicants assert that the proposed transaction is entitled to presumptive streamlined treatment under section 63.03(b)(2)(i) of the Commission’s rules6 and that a grant of the application will serve the public interest, convenience, and necessity. Domestic Section 214 Application Filed for the Transfer of Control of Conversant Technologies, Inc. to Global Tel*Link Corporation, WC Docket No. 11-136 (filed August 9, 2011). 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 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 CFR § 63.03(a), interested parties may file comments on or before September 2, 2011, and reply comments on or before September 9, 2011. Unless otherwise notified by the Commission, the Applicants may transfer control on the 31st day after the date of this notice.7 Comments should be filed using the Commission’s Electronic Comment Filing System (ECFS). See Electronic Filing of Documents in Rulemaking Proceedings, 63 FR 24121 (1998). § Electronic Filers: Comments may be filed electronically using the Internet by accessing the ECFS: http://fjallfoss.fcc.gov/ecfs2/. In addition, e-mail 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; 5 Applicants state that RDV Corporation is the general partner of RDV Capital Management L.P (RDVCM) and the manager of Ver-Cap III Investors, LLC. RDVCM and Ver-Cap III Investors, LLC indirectly own an aggregate 2.95 percent interest in GTEL Holding, LLC via their interests in The Veritas Capital Fund III, L.P. RDV Corporation manages 804 Investors LLC and GT Group Investors, LLC that have 6.42 percent and 3.14 percent interests, respectively, in GTEL Holding LLC. RDV Corporation is owned by members of the DeVos family, who are all U.S. citizens. 6 47 C.F.R. § 63.03(b)(2)(i). 7 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in connection with the proposed transaction. 2) Tracey Wilson, Competition Policy Division, Wireline Competition Bureau, tracey.wilson@fcc.gov; 3) Alex Johns, Competition Policy Division, Wireline Competition Bureau, alexis.johns@fcc.gov; 4) David Krech, Policy Division, International Bureau, david.krech@fcc.gov; and 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; e-mail: 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 at (202) 418-1394 or Alex Johns at (202) 418-1167. - FCC -