2 DA 20-1167 October 6, 2020 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF TELCO EXPERTS, LLC TO REDWOOD SERVICES GROUP, LLC STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 20-317 Comments Due: October 20, 2020 Reply Comments Due: October 27, 2020 By this Public Notice, the Wireline Competition Bureau seeks comment from interested parties on an application filed by Telco Experts, LLC (Telco Experts), Eric Klein, and Redwood Services Group, LLC (Redwood) (collectively, the Applicants), pursuant to section 214 of the Communications Act of 1934, as amended, and sections 63.03-04 of the Commission’s rules, requesting consent to transfer control of Telco Experts to Redwood. See 47 U.S.C. § 214; 47 CFR §§ 63.03-04. Applicants also filed applications for the transfer of authorizations associated with international services. Any action on this domestic section 214 application is without prejudice to Commission action on other related, pending applications. Telco Experts, a Delaware limited liability company, provides service as a reseller of telecommunications services in multiple states. Telco Experts provides resold long distance, toll, and local exchange in the District of Columbia and the following 21 states: Arizona, California, Connecticut, Delaware, Florida, Illinois, Kentucky, Louisiana, Maryland, Massachusetts, Minnesota, Missouri, New Hampshire, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, Tennessee, Texas, and Virginia. Telco Experts is currently owned by Eric Klein (55%) and Adam Goldberg (45%), both U.S. citizens. Redwood, a Delaware limited liability company, is an investment vehicle that does not provide telecommunications services. Redwood is indirectly controlled by Alpine Investors VI, L.P. (Alpine VI), a Delaware limited partnership. Applicants state that, post consummation, Redwood will be directly wholly owned by Evergreen Services Group, LLC, which, in turn, will be wholly owned by Evergreen Services Group Topco, LLC (Evergreen Topco), both Delaware limited liability companies. Alpine VI holds 88.5% of the voting and equity interest in Evergreen Topco. Applicants further state that Investure PE Fund, LP-Series 1, a Delaware limited partnership, will be sole limited partner of Alpine VI, holding 18.2% of its equity and no voting interest. Applicants provide pre and post-consummation ownership charts as Exhibit A to their application. The general partner for Alpine VI is Alpine General Partner VI, LLC, which, in turn, is wholly owned by Alpine SLP VI, LLC (Alpine SLP), both Delaware limited liability companies. The managing member who solely controls Alpine SLP is Mr. Graham Weaver, a U.S. citizen. Applicants state that neither Redwood, nor any of its affiliates, currently hold any interests in a provider of domestic telecommunications services. Pursuant to the terms of the proposed transaction, Redwood will acquire all of the outstanding membership interests in Telco Experts, and Telco Experts will be a wholly owned subsidiary of Redwood. Applicants request streamlined treatment of the proposed transaction under the Commission’s rules and assert that a grant of the application would serve the public interest, convenience, and necessity. We accept this application for filing under section 63.03(b)(1)(ii) of the Commission’s rules. 47 CFR § 63.03(b)(1)(i). Domestic Section 214 Application Filed for the Transfer of Control of Telco Experts, LLC to Redwood Services Group, LLC, WC Docket No. 20-317 (filed Sept. 29, 2020). 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 October 20, 2020, and reply comments on or before October 27, 2020. Pursuant to section 63.52 of the Commission’s rules, 47 CFR § 63.52, commenters must serve a copy of comments on the Applicants no later than the above comment filing date. Unless otherwise notified by the Commission, the Applicants may transfer control on the 31st day after the date of this notice. Pursuant to section 63.03 of the Commission’s rules, 47 CFR § 63.03, parties to this proceeding should file any documents using the Commission’s Electronic Comment Filing System (ECFS): http://apps.fcc.gov/ecfs/. In addition, e-mail one copy of each pleading to each of the following: 1) Tracey Wilson, Competition Policy Division, Wireline Competition Bureau, tracey.wilson@fcc.gov; 2) Gregory Kwan, Competition Policy Division, Wireline Competition Bureau, gregory.kwan@fcc.gov; 3) David Krech, International Bureau, david.krech@fcc.gov; 4) Sumita Mukhoty, International Bureau, sumita.mukhoty@fcc.gov; and 5) Jim Bird, Office of General Counsel, jim.bird@fcc.gov. 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), 1-888-835-5322 (tty). The proceeding in this Notice shall be treated as a “permit-but-disclose” proceeding in accordance with the Commission’s ex parte rules. Persons making ex parte presentations must file a copy of any written presentation or a memorandum summarizing any oral presentation within two business days after the presentation (unless a different deadline applicable to the Sunshine period applies). Persons making oral ex parte presentations are reminded that memoranda summarizing the presentation must (1) list all persons attending or otherwise participating in the meeting at which the ex parte presentation was made, and (2) summarize all data presented and arguments made during the presentation. If the presentation consisted in whole or in part of the presentation of data or arguments already reflected in the presenter’s written comments, memoranda or other filings in the proceeding, the presenter may provide citations to such data or arguments in his or her prior comments, memoranda, or other filings (specifying the relevant page and/or paragraph numbers where such data or arguments can be found) in lieu of summarizing them in the memorandum. Documents shown or given to Commission staff during ex parte meetings are deemed to be written ex parte presentations and must be filed consistent with rule 1.1206(b), 47 CFR § 1.1206(b). Participants in this proceeding should familiarize themselves with the Commission’s ex parte rules. To allow the Commission to consider fully all substantive issues regarding the application in as timely and efficient a manner as possible, petitioners and commenters should raise all issues in their initial filings. New issues may not be raised in responses or replies. See 47 CFR § 1.45(c). A party or interested person seeking to raise a new issue after the pleading cycle has closed must show good cause why it was not possible for it to have raised the issue previously. Submissions after the pleading cycle has closed that seek to raise new issues based on new facts or newly discovered facts should be filed within 15 days after such facts are discovered. Absent such a showing of good cause, any issues not timely raised may be disregarded by the Commission. For further information, please contact Tracey Wilson at (202) 418-1394 or Gregory Kwan at (202) 418-1191. FCC 3