PUBLIC NOTICE FEDERAL COMMUNICATIONS COMMISSION 445 12th STREET S.W. WASHINGTON D.C. 20554 News media information 202-418-0500 Internet: http://www.fcc.gov (or ftp.fcc.gov) TTY (202) 418-2555 Report No. TEL-02066NS Thursday December 31, 2020 Non Streamlined International Applications/Petitions Accepted For Filing Section 214 Applications (47 C.F.R. §§ 63.18, 63.24); Section 310(b) Petitions (47 C.F.R. § 1.5000) Unless otherwise specified, the following procedures apply to the applications listed below: The applications listed below have been found, upon initial review, to be acceptable for filing. These applications are not subject to the streamlined processing procedures set forth in Section 63.12 of the Commission s rules, 47 C.F.R. § 63.12. These applications shall not be deemed granted until the Commission affirmatively acts upon the application, either by public notice or by written order. Operation for which authorization is sought may not commence except in accordance with any terms or conditions imposed by the Commission. Pursuant to Section 1.1910(b)(2) of the rules, action will be withheld on any application by any entity found to be delinquent in its debts to the Commission. Applicants should check the Red Light Display System's website at www.fcc.gov/redlight to determine if they are delinquent in a debt to the Commission and for information on how to pay the debt. Unless otherwise specified, interested parties may file comments with respect to these applications within 28 days of the date of this public notice. We request that such comments refer to the application file number shown below. No application listed below shall be granted by the Commission earlier than the day after the date specified in this public notice for the filing of comments. Unless otherwise specified, ex parte communications between outside parties and Commission staff concerning these applications are permitted subject to the Commission s rules for  permit-but-disclose proceedings. See 47 C.F.R. § 1.1206. 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). All applications listed are subject to further consideration and review, and may be returned and/or dismissed if not found to be in accordance with the Commission s rules, regulations, and other requirements. ITC-214-20201214-00210 E Interra Networks Inc International Telecommunications Certificate Service(s): Global or Limited Global Facilities-Based Service Application for authority to provide facilities-based service in accordance with section 63.18(e)(1) of the Commission's rules, 47 C.F.R. § 63.18(e)(1). Interra Networks Inc is owned by Emeka Okafor (45%) and David Onu (45%), both U.S. citizens. No other individuals or entities own a 10% or greater direct or indirect equity or voting interest in Interra Networks Inc. Page 1 of 3 ITC-T/C-20201215-00209 E Interoute US LLC Transfer of Control Current Licensee: GTT Americas LLC FROM: GTT Communications, Inc. TO: Cube Telecom Europe BidCo Limited Application filed for consent to transfer control of Interoute US LLC (Interoute) from GTT Communications, Inc. (GTT) to Cube Telecom Europe BidCo Limited (BidCo) (collectively, Applicants). Applicants have entered into an agreement pursuant to which BidCo will acquire all of the issued and outstanding shares of Interoute, a wholly owned subsidiary of GTT, resulting in a transfer of control of Interoute. At closing, GTT Americas LLC (GTT Americas), another wholly owned subsidiary of GTT, will assign its international services and customers to Interroute. GTT Americas holds international section 214 authorization ITC-214-20020619-00332. GTT Americas will retain that authorization and will assign it to GTT its parent. Interoute will provide international service to its newly acquired customers pursuant to ITC-214-20201215-00218. Interoute, a Delaware limited liability company, is a direct, wholly owned subsidiary of GTT, a Delaware corporation, formed for the purpose of the instant transaction. BidCo, a limited company formed under the laws of England and Wales, is ultimately controlled by ISQ Holdings, LLC (ISQ Holdings), a Cayman Islands limited liability company, with its equity indirectly owned by several investment funds ultimately controlled by ISQ Holdings. For purposes of this Application, ISQ Holdings, the ISQ Funds, and certain other affiliated entities are referred to collectively as I Squared. Pursuant to the terms of a Sale and Purchase Agreement dated October 16, 2020 and amended and restated by the parties on October 22, 2020, BidCo will acquire all of the issued and outstanding equity interests in Interoute resulting in the transfer of control of Interoute from GTT to BidCo. The transaction will involve the sale of GTT's global infrastructure division consisting of GTT's business which provides U.S. domestic and international fiber network and data center infrastructure services to customers. Prior to consummation of the transaction, and through a series of pro forma internal reorganizations, certain United States operating authority and associated regulated and unregulated infrastructure assets will be transferred, or made available, to Interoute from its commonly-owned affiliates. GTT Americas will transfer certain infrastructure assets, including its international services customers to Interoute. Other commonly-owned Interoute affiliates will transfer additional infrastructure assets to Interoute. Upon consummation of the transaction, control of Interoute will be transferred from GTT to BidCo. Post consummation, the following entities will hold ten-percent-or-greater direct or indirect ownership interests in Interoute: (1) BidCo (direct 100% equity and voting interest in Interoute); (2) Cube Telecom Europe MidCo Limited (MidCo), a limited company formed under the laws of England and Wales (100% interest in BidCo); (3) Cube Telecom Europe TopCo Limited (TopCo), a limited company formed under the laws of England and Wales (100% interest in MidCo); (4) Cube Telecom Europe Holdings Limited (Cube Holdings), a limited company formed under the laws of England and Wales (100% interest in TopCo); (5) Cube Telecom Europe Aggregator, LLC (Cube Aggregator), a Cayman Islands limited liability company (100% interest in Cube Holdings); (6) ISQ Global Fund III GP, LLC (ISQ Global Fund III GP), a Delaware limited liability company, will be the non-member manager of Cube Aggregator, with a 100% voting interest and no equity interest in Cube Aggregator. ISQ Global Fund III GP is wholly owned by ISQ Holdings; (7) ISQ Holdings, a Cayman Islands limited liability company, is the sole member of ISQ Global Fund Lux GP and ISQ Global Fund III GP, and is equally owned and controlled by (i) Adil Rahmathulla, a citizen of Canada, (ii) Gautam Bhandari, a citizen of the United States, and (iii) Sadek M. Wahba, a citizen of the United States and the United Kingdom; (8) the members of Cube Aggregator will be five investment funds ultimately controlled by ISQ Holdings: (i) ISQ Global Infrastructure Fund III (UST) AIV, L.P. (ISQ UST AIV), a Cayman Islands exempted limited partnership (approximate 15-20% equity interest and no voting interest in Cube Aggregator), (ii) ISQ Global Infrastructure Pooling III (USTE) AIV, L.P. (ISQ Pooling USTE AIV), a Cayman Islands exempted limited partnership (approximate 5-10% equity interest and no voting interest in Cube Aggregator). ISQGI Holdings III (Cube Telecom Europe), L.P. (ISQGI Holdings), a Cayman Islands exempted limited partnership, is the sole limited partner of ISQ Pooling USTE AIV (approximate 5-10% indirect equity interest and no voting interest in Cube Aggregator). ISQ Global Infrastructure Fund III (USTE) AIV, L.P. (ISQ USTE AIV), a Cayman Islands exempted limited partnership, is the sole limited partner of ISQGI Holdings (approximate 5-10% indirect equity interest and no voting interest in Cube Aggregator), (iii) ISQ Global Infrastructure Fund III AIV, L.P. (ISQ III AIV), a Cayman Islands exempted limited partnership (approximate 25-30% equity interest and no voting interest in Cube Aggregator), (iv) ISQ Apollo Co-Invest Fund III, L.P. (ISQ CoInvest), a Cayman Islands exempted limited partnership (approximate 30-35% equity interest and no voting interest in Cube Aggregator), and (v) ISQ Global Infrastructure Fund III (EU) AIV, L.P. (ISQ EU AIV), a Luxembourg special limited partnership (approximate 15-20% equity interest and no voting interest in Cube Aggregator). Applicants state that none of the limited partners of the ISQ Funds will hold an indirect equity or voting interest in Interoute of ten percent (10%) or more. Applicants state that it is also possible that an additional I Squared investment fund will hold a membership interest in Cube Aggregator. In total, the ISQ Funds will collectively hold 100% of the equity in Cube Aggregator. The general partner of ISQ UST AIV, ISQ Pooling USTE AIV, ISQ III AIV, ISQ Co-Invest, ISQ USTE AIV, and ISQGI Holdings is ISQ Global Fund III GP. The general partner of ISQ EU AIV is ISQ Global Fund III Lux GP, S.à.r.l. (ISQ Global Fund Lux GP), a Luxembourg "society with limited responsibility," which is a wholly owned subsidiary of ISQ Holdings. Applicants state that a Luxembourg "society with limited responsibility" is similar to a limited liability company, and ISQ Global Fund Lux GP is being treated as such for purposes of this Application. I Squared Capital Advisors (US) LLC (I Squared Capital Advisors), a Delaware limited liability company ultimately controlled by ISQ Holdings, provides management services to the ISQ Funds, but not to Cube Aggregator or ISQ Global Fund III GP in its capacity as the non-member manager of Cube Aggregator. I Squared Capital Advisors will not be making any direct or indirect equity contributions to Cube Aggregator or Interoute as a result of the transaction. I Squared Capital Advisors has the option to elect that investors in the ISQ Funds make contributions to the ISQ Funds on its behalf in lieu of their payment of management fees waived by I Squared Capital Advisors in respect of the management services it provides to the ISQ Funds. Exercise of any such election would result in I Squared Capital Advisors holding a small de minimis (less than one percent (1%)) indirect economic interest in the ISQ Funds (and therefore in Cube Aggregator and Interoute). I Squared Capital Advisors is wholly owned by I Squared Capital, LLC (I Squared Capital), a Cayman Islands limited liability company. The managing member of I Squared Capital is ISQ Holdings, which has no direct economic interest in I Squared Capital. The non-manager members of I Squared Capital are ISQ Manager Feeder, L.P. and Dyal Capital Partners Vault Aggregator (A) LP, a Delaware limited partnership. The general partner of ISQ Manager Feeder, L.P. is ISQ Holdings, and its limited partners are certain ISQ managing partners, partners and other employees of I Squared. Dyal Capital Partners Vault Aggregator (A) LP is indirectly controlled by Neuberger Berman Group LLC. Applicants state that no other person or entity will hold a ten percent or greater, direct or indirect, equity, voting, or controlling interest in Page 2 of 3 Interoute upon closing of the transaction. Pursuant to Commission practice, the application is 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 proposed foreign ownership of Interoute. INFORMATIVE ITC-214-20160819-00252 Marcatel Telecommunications, LLC On December 28, 2020, the Chair of Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector (Committee) notified the Commission that that a secondary assessment of the application is warranted because risk to national security or law enforcement interests cannot be mitigated by standard mitigation measures. The Committee shall complete its secondary review of the application before the end of the 90-day secondary assessment period, unless the Committee notifies the Commission of an extension of the 90-day secondary assessment period. ITC-T/C-20200710-00115 AppSmart TGN Inc. f/k/a Telegration, Inc. On October 16, 2020, the Chair of the Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector (Committee) requested that the Commission defer action on the domestic and international applications (see Domestic Section 214 Application Filed For The Transfer Of Control Of Appsmart TGN, Inc. (F/K/A Telegration, Inc.) To AppDirect, Inc. WC Docket No. 20-229, Public Notice, DA 20-1470 (WCB rel. Dec. 9, 2020)) while the Committee reviews the application for any national security and law enforcement concerns that may be raised by foreign participation in the United States telecommunications services sector. Pursuant to Executive Order 13913 (85 Fed Reg 19643 (April 8, 2020)), the Chair will notify the Commission when the Chair has determined that the 120-day initial review period has begun. ITC-T/C-20201015-00183 Telia Carrier U.S. Inc. On December 23, 2020, the Chair of Committee for the Assessment of Foreign Participation in the United States Telecommunications Services Sector (Committee) notified the Commission that the Committee is conducting an initial review to assess whether grant of granting the domestic and international applications (see Domestic Section 214 Application Filed For the Transfer of Control of Telia Carrier U.S. Inc. to Oura Bidco US, Inc. WC Docket No. 20-344, Public Notice, 35 FCC Rcd 12726 (WCB 2020)) will pose a risk to the national security or law enforcement interests of the United States, pursuant to Executive Order 13913 (85 Fed Reg 19643 (April 8, 2020)). The Committee shall complete its initial review of the Petition before the end of the 120-day initial review period, unless the Committee notifies the Commission of an extension of the 120-day initial review period or the need arises to conduct a 90-day secondary assessment. REMINDER: Applicants must certify that neither the applicant nor any party to the application is subject to a denial of federal benefits by federal and/or state courts under authority granted in 21 U.S.C. § 862. See 47 C.F.R. §§ 1.2001 .2003. Page 3 of 3