Federal Communications Commission DA 21-1200 DA 21-1200 Released: September 24, 2021 APPLICATIONS FILED FOR ASSIGNMENT AND TRANSFER OF CONTROL BY INTELSAT S.A., AS DEBTOR-IN-POSSESSION Pleading Cycle Established IB Docket No. 21-375 Comments Due: October 25, 2021 Reply Comments Due: November 4, 2021 By this Public Notice, the International Bureau, Wireless Telecommunications Bureau, and Office of Engineering and Technology seek comment from interested parties on applications filed by Intelsat S.A., as debtor-in-possession (Intelsat DIP), and New TopCo S.A. (New Intelsat) (together, the Applicants), See Application for Assignment of Authorizations held by Intelsat License, as debtor-in-possession, Narrative, IBFS File No. SAT-ASG-20210826-00117 (filed Aug. 26, 2021) (Application). The full list of applications subject to this Public Notice is set forth in the Attachment. pursuant to sections 214 and 310(d) of the Communications Act of 1934, as amended, See 47 U.S.C. §§ 214, 310(d); see also 47 CFR §§ 1.948(c), 5.79, 25.119, 25.137(g), 63.24. for Commission consent to the assignment and transfer of control of authorizations that would occur under a planned reorganization of Intelsat DIP and its emergence from Chapter 11 bankruptcy. Intelsat DIP is one of the world’s largest satellite-service providers. See Application at 1. It offers voice, video, and data services to customers including media companies, Internet service providers, and the U.S. government using its network of satellites, earth stations, and other connectivity infrastructure. See id. On May 13, 2020, Intelsat DIP and several of its subsidiaries, including Commission license holders, commenced voluntary cases under Chapter 11 of the U.S. Bankruptcy Code. Id.; see also, e.g., IBFS File No. SAT-ASG-20200522-00048. On August 24, 2021, Intelsat DIP filed a plan of restructuring with the bankruptcy court. Application at 2. The restructuring plan would repay secured debt obligations using a new financing facility and convert approximately $8 billion of unsecured funded debt to equity interests, leaving approximately $7.125 billion of funded debt and a revolving credit facility with up to $500 million of availability. Id. Intelsat DIP plans to emerge from bankruptcy with a new ultimate parent company, New Intelsat, a Luxembourg company that would be privately held by the creditors receiving equity in New Intelsat as a result of the restructuring plan. Id. Pacific Investment Management Company LLC (PIMCO), a Delaware limited liability company serving as the investment advisor for its managed funds, would indirectly hold approximately 32.8% of the voting and equity interests in New Intelsat. Id. The ultimate parent of PIMCO is Allianz SE, a German company. Id. Other than companies in the PIMCO ownership chain, the Applicants expect that no other shareholder would directly or indirectly hold 10% or more of the voting or equity interests in New Intelsat. Id. The Applicants argue that grant of the Application would serve the public interest, convenience, and necessity. See id. at 3-6. They assert that grant would not violate any statute or Commission rule, would not result in competitive harm, and would not raise issues in the areas of national security, law enforcement, foreign policy, or trade policy. Id. at 4. The Applicants contend that grant would provide New Intelsat with a new capital structure that would help reduce its debt and allow for continued service to customers. Id. Referral to Executive Branch Agencies. Through this Public Notice, pursuant to Commission practice, the applications set out in the Attachment are being referred to the relevant Executive Branch agencies for their views on any national security, law enforcement, foreign policy, or trade policy concerns related to the foreign ownership of the Applicants. We find no reason to accept the Applicants’ request to not refer the applications to the Executive Branch agencies or to grant the applications pending future completion of Executive Branch review. See Application at 5-6. As stated in the Executive Branch Review Order, we commonly refer international section 214 transfer of control applications with reportable foreign ownership and related applications. See Process Reform for Executive Branch Review of Certain FCC Applications and Petitions Involving Foreign Ownership, Report and Order, 35 FCC Rcd 10927, 10935-36, para. 24 (2020) (Executive Branch Review Order); Erratum (Appendix B — Final Rules), DA 20-1404 (OMD/IB rel. Nov. 27, 2020); see id. at 10935, para. 24 (“[u]nder the rules we adopt today, we will continue to refer applications for international section 214 authorizations and submarine cable landing licenses, as well as applications to assign, transfer control of or modify those authorizations and licenses, where the applicant has reportable foreign ownership. . . . In addition, we will refer, at the Commission’s discretion, all associated applications.”). GENERAL INFORMATION The applications identified herein have been found, upon initial review, to be acceptable for filing. The Commission reserves the right to return any application if, upon further examination, it is determined to be defective and not in conformance with the Commission’s rules and policies. Interested parties may file comments on or before October 25, 2021, and reply comments on or before November 4, 2021. Comments may be filed in the docket using the Commission’s Electronic Comment Filing System (ECFS) or by paper. § Electronic Filers:  Comments may be filed electronically by accessing ECFS at http://apps.fcc.gov/ecfs/. § Paper Filers: Parties who choose to file by paper must file an original and one copy of each filing. If more than one docket or rulemaking number appears in the caption of this proceeding, filers must submit two additional copies for each additional docket or rulemaking number. § Filings can be sent by commercial overnight courier or by first-class or overnight U.S. Postal Service mail. Effective March 19, 2020, and until further notice, the Commission no longer accepts any hand or messenger delivered filings. This is a temporary measure taken to help protect the health and safety of individuals, and to mitigate the transmission of COVID-19.  See FCC Announces Closure of FCC Headquarters Open Window and Change in Hand-Delivery Policy, Public Notice, DA 20-304 (Mar. 19, 2020), https://www.fcc.gov/document/fcc-closes-headquarters-open-window-and-changes-hand-delivery-policy. All filings must be addressed to the Commission’s Secretary, Office of the Secretary, Federal Communications Commission. § Commercial overnight mail (other than U.S. Postal Service Express Mail and Priority Mail) must be sent to 9050 Junction Drive, Annapolis Junction, MD 20701. U.S. Postal Service first-class, Express, and Priority mail must be addressed to 45 L Street, NE, Washington, DC 20554. People with Disabilities:  We ask that requests for accommodations be made as soon as possible in order to allow the agency to satisfy such requests whenever possible.  Send an email to fcc504@fcc.gov or call the Consumer and Governmental Affairs Bureau at (202) 418-0530. 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, contact Clay DeCell, International Bureau, (202) 418-0803. ATTACHMENT Part 5 – Experimental Licenses File Number Licensee Call Sign 0013-EX-AU-2021 Intelsat License LLC WL2XTQ 0014-EX-AU-2021 Intelsat US LLC, WL2XHT as debtor-in-possession 0032-EX-TU-2021 Intelsat Inflight Licenses LLC WF2XMC Part 25 – Space Station Licenses File Number Licensee Lead Call Sign SAT-ASG-20210826-00117 Intelsat License LLC, S2154 as debtor-in-possession SAT-ASG-20210827-00118 Intelsat License LLC, S2385 as debtor-in-possession SAT-T/C-20210826-00114 Horizons-3 License LLC S2947 Part 25 – Space Station Market Access Grants File Number Grantee Call Sign SAT-MPL-20210826-00113 Horizons-1 Satellite LLC S2475 SAT-MPL-20210826-00115 Intelsat License LLC, S3058 as debtor-in-possession SAT-MPL-20210826-00116 Intelsat License LLC, S2592 as debtor-in-possession Part 25 – Earth Station Licenses File Number Licensee Lead Call Sign SES-ASG-20210907-01540 Intelsat License LLC, E050169 as debtor-in-possession SES-ASG-20210907-01541 Intelsat License LLC, E000049 as debtor-in-possession SES-ASG-20210907-01542 Intelsat License LLC, E070234 as debtor-in-possession SES-T/C-20210827-01539 Intelsat Inflight Licenses LLC E120106 SES-T/C-20210827-01543 Intelsat Inflight Licenses LLC E150104 Part 25 – Earth Station Receive-Only Registrations File Number Registrant Lead Call Sign SES-ASG-20210826-01513 Intelsat License LLC, E010334 as debtor-in-possession Part 63 – International Section 214 Authorization The application for consent to the transfer of control of an international section 214 authorization has been assigned the file number listed below. File Number Authorization Holder Authorization Number ITC-T/C-20210907-00131 Intelsat General ITC-MOD-20050329- Communications LLC 00170 Part 90 – Private Land Mobile Radio License File Number Licensee Call Sign 0009684601 Intelsat License LLC, WQSW724 as debtor-in-possession – FCC – 2