Federal Communications Commission
Washington, D.C. 20554
May 25, 2017
DA 17-521
Thomas Navin
Wiley Rein LLP
Counsel to Neustar, Inc.
1776 K StreetN.W.
Washington, D.C. 20006
Meredith S. Senter, Jr.
Lerman Senter PLLC
Counsel to Golden Gate Private Equity, Inc.
2001 L Street N.W.
Suite 400
Washington, D.C. 20036
Re: Request of Neustar, Inc. to Approve New Ownership of the Numbering Administrator
(CC Docket Nos. 99-200, 95-1 16, and 92-237; CG Docket No. 03-123; WC Docket No. 05-
196)
Dear Counsel,
On January 31, 2017, Neustar, Inc., the present North American Numbering Plan Administrator,
Local Number Portability Administrator, Pooling Administrator, and Telecommunications Relay Service
Numbering Administrator, filed a request for the Commission to approve its new owner, Aerial Investors
LLC, a limited liability company formed by Golden Gate Private Equity, Inc.' To permit the
Commission to review this request and make the necessary neutrality and impartiality determinations, we
require additional information from parties in interest to this request.
Accordingly, pursuant to Section 251 (e)( 1) of the Act, and 47 C.F.R. § 52.12, we request that you
provide written responses and supporting documentation for each Information Request set forth in the
attachment and, where appropriate, amend the Application to reflect such responses. Please respond to
the attached Information and Documentation Requests by June 9, 2017.
Submit responses to these Information and Documentation Requests in both paper and electronic
form, unless only electronic form is specified. Submit responsive documents in electronic form only,
unless otherwise specified. Your responses should be filed with Marlene H. Dortch, Secretary, Federal
Communications Commission, in the following dockets: CC Docket Nos. 99-200, 95-116, and 92-237;
'Request of Neustar, Inc. to Approve New Ownership of the Numbering Administrator, CC Docket Nos. 99-200 et
al at 1 (filed Jan. 31, 2017).
GC Docket No. 03-123; and WC Docket No. 05-196. We also request that you provide Michelle Sciater,
MicheIle.Sclaterfcc.gov, and Neil Dellar, Neil.Dellar@fcc.gov , with one copy of all paper and
electronic materials filed in response to the Information Requests.
Should you have any questions regarding this matter, please contact Michelle Sclater at 202-418-
0388 or Miche1le.Sc1atercfcc.gov .
Sincerely,
Kris Anne Monteit
Chief
Wireline Competition Bureau
Attachment
ATTACHMENT
INFORMATION ANT) DOCUMENTATION REQuEST
1. Of the investment funds for which Golden Gate Capital serves as manager or advisor, please identify
those funds investing in Telecommunications Service Providers ("TSP5") or other companies
connected to the communications industry, and the ownership percentage of such investments. In
each case, identify the TSPs and other companies.
2. Of the investment funds for which Mr. Dominik serves as manager or advisor, please identify those
funds investing in TSPs or other companies connected to the communications industry, and the
ownership percentage of such investments. In each case, identify the TSPs and other companies.
3. Please identify the TSPs or other entities connected to the communications industry in which
affiliates (as defined in 47 C.F.R. §52.12(a)(1)) of Golden Gate Capital or Mr. Dominik invest,
manage or advise. Please also state the amount of each investment in percentage terms.
4. Please identify (1) the TSPs, and (2) the companies/entities (including their lines of business (e.g.,
managed services provider; equipment manufacturer), that are otherwise connected to the
communications industry in which Hux Investment invests (directly or indirectly), and, in each case,
the amount of the investment in percentage terms.
5. Please identify (1) the TSPs, and (2) the companies/entities that are otherwise connected to the
communications industry (including each such company's line of business), in which affiliates of Hux
Investment invests, and, in each case, identify the amount of the investment in percentage terms.
6. Please identify the ultimate owner of Hux Investment. Please identify all investments that the
ultimate owner of Hux Investment or any of its direct and indirect subsidiaries or affiliates have in
TSPs or other companies/entities that are otherwise connected to the communications industry.
7. Please identify the affiliate of Hux Investment that may hold up to 5.3% of Ariel Topco, L.P.
8. Please explain the function of the three intermediate holding companies between Neustar and the
trust.
9. Please submit a copy of the proposed Stockholders' Agreement between Golden Gate Capital and
Hux Investment and submit a copy of the LLC Operating Agreement of Ariel Investors, LLC.
10. Please explain how it is intended that the Voting Trust, with Golden Gate employees as trustees, will
insulate Golden Gate and Neustar from the influence of Hux Investment.
11. Please explain, with respect to each safeguard, why "other safeguards used by the Commission in the
past "are not pertinent" in this transaction" (page 10 of Neustar's Request).
12. On May 22, 2017, Neustar, Inc. submitted an exparte filing to the Commission containing additional
information relating to its neutrality showing. Attached to the May 22w' filing was a Certification
from Mr. Dominik regarding his investments in companies connected to the communications
industry. Please explain why the statements made in the certification concerning those investments
were limited to U.S. communications providers, U.S.-based companies and U.S.-based companies of
funds managed by Mr. Dominik.
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