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-02074S Friday February 12, 2021 Streamlined International Applications 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 international Section 214 applications listed below have been found, upon initial review, to be acceptable for filing and 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 are for authority under Section 214 of the Communications Act, 47 U.S.C. § 214(a), to transfer control of an authorized carrier or to assign a carrier's existing authorization; and/or (b) to become a facilities-based international common carrier; and/or (c) to become a resale-based international common carrier. Pursuant to Section 63.12 of the rules, these Section 214 applications will be granted 14 days after the date of this public notice (see 47 C.F.R. § 1.4 regarding computation of time), and the applicant may commence operations on the 15th day, unless the Commission has informed the applicant in writing, within 14 days after the date of this public notice, that the application, on further examination, has been deemed ineligible for streamlined processing. 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. 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. An application can be removed from streamlined processing only in the sound discretion of Commission staff. The filing of comments or a petition to deny will not necessarily result in an application being deemed ineligible for streamlined processing. 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. We request that comments on any of these applications refer to the application file number shown below. ITC-214-20210125-00018 E E-MARCONI LLC International Telecommunications Certificate Service(s): Global or Limited Global Facilities-Based Service, Global or Limited Global Resale Service Application for authority to provide facilities-based service in accordance with section 63.18(e)(1) of the Commission's rules, and resale service in accordance with section 63.18(e)(2) of the Commission's rules, 47 CFR § 63.18(e)(1), (2). E-Marconi LLC is 100 percent owned by Stephen Brodeur, a U.S. citizen. Page 1 of 5 ITC-ASG-20210121-00012 E Clear Rate Communications, LLC Assignment Current Licensee: Clear Rate Communications, Inc FROM: Clear Rate Communications, Inc TO: Clear Rate Communications, LLC Application filed for consent to assign international section 214 authorization ITC-214-20010514-00280 from Clear Rate Communications, Inc. to Clear Rate Communications, LLC. Pursuant to a December 30, 2020 Membership Interest Purchase Agreement, Clear Rate Holdings, Inc. will acquire Clear Rate Communications. In the first step of the transaction, the stockholders of Clear Rate Communications will incorporate a new holding company, NNFKMM Holdings, Inc. Next, the stockholders will contribute all of the outstanding equity interests of Clear Rate Communications to NNFKMM Holdings, and NNFKMM Holdings will convert Clear Rate Communications from a Michigan corporation to a Delaware limited liability company, Clear Rate Communications, LLC. Following completion of the restructuring, NNFKMM Holdings will sell 100% of the outstanding equity interests in Clear Rate Communications, LLC to Clear Rate Holdings. Clear Rate Holdings, a Delaware corporation, will be majority owned (79.1%) by L4-CR Co-Invest, LLC (L4-CR), a Delaware limited liability company. Thane Namy and Sam Namy, both U.S. citizens, will each hold 10% interest in Clear Rate Holdings. L4-CR is managed by L. Four, LLC (L. Four), a Delaware limited liability company, that is co-owned by Barbara Henagan and Giny Mullins, both U.S. citizens, each holding 50% of L. Four. Applicants state that no other individual or entity will hold a 10% or greater interest in Clear Rate Holdings or Clear Rate Communications. ITC-T/C-20210111-00003 E Lingo Management, LLC Transfer of Control Current Licensee: Lingo Management, LLC FROM: Lingo Communications, LLC TO: B. Riley Principal Investments, LLC Application filed for consent to transfer control of Lingo Management, LLC, which holds international section 214 authorization ITC-214-20160630-00180, from Lingo Communications, LLC (Lingo Communications) to B. Riley Principal Investments, LLC (BRPI). Lingo Communications currently holds a 60% voting interest in Lingo Management and has the ability to designate two of the four members of the operating board of Lingo Management. BPRI currently holds a 40% voting interest in Lingo Management and has the right to designate two of the four board members. Following the consummation of the proposed transaction, BPRI will hold 80% of the voting interest and the right to designate three of the five members of the operating board of Lingo Management. Lingo Communications will hold 20% of the voting interest and the right to designate two of the five board members. BRPI, a Delaware limited liability and holding company, is wholly owned by B. Riley Financial, Inc. (B. Riley), a publicly traded financial services company. Applicants state that Bryant R. Riley, a U.S. citizen, holds approximately 20% of B. Riley and that no other individual or entity holds a 10% or greater direct or indirect equity or voting interest in B. Riley. Lingo Communications, a Georgia limited liability and holding company, is a wholly owned direct subsidiary of GG Telecom Investors, LLC (GG Telecom), a Georgia limited liability company. GG Telecom, in turn, is owned by Holcombe T. Green, Jr. (62.5%) and R. Kirby Godsey (37.5%), both U.S. citizens. Pursuant to section 63.21(h) of the Commission's rules, the following entities operate pursuant to Lingo Management's international section 214 authorization, ITC-214-20160630-00180: Birch Communications of Virginia, Inc., Birch Communications of the Northeast, LLC, Birch Telecom of the South, LLC, Birch Telecom of the Great Lakes, LLC, Birch Telecom of the West, LLC, IONEX Communications, LLC, IONEX Communications South, LLC, and IONEX Communications North, LLC. 47 CFR § 63.21(h). Page 2 of 5 ITC-T/C-20210111-00004 E Matrix Telecom, LLC Transfer of Control Current Licensee: Matrix Telecom, LLC FROM: Lingo Communications, LLC TO: B. Riley Principal Investments, LLC Application filed for consent to transfer control of Matrix Telecom, LLC (Matrix) from Lingo Communications, LLC (Lingo Communications) to B. Riley Principal Investments, LLC (BRPI). Matrix is an indirect wholly owned subsidiary of Lingo Management, LLC. Matrix holds international section 214 authorizations ITC-214-19900713-00004, ITC-214-19930330-00053, ITC-214-19940830-00266, ITC-214-19970415-00212, ITC-214-19980507-00300, and ITC-214-19980915-00644. Lingo Communications currently holds a 60% voting interest in Lingo Management and has the ability to designate two of the four members of the operating board of Lingo Management. BPRI currently holds a 40% voting interest in Lingo Management and has the right to designate two of the four board members. Following the consummation of the proposed transaction, BPRI will hold 80% of the voting interest and the right to designate three of the five members of the operating board of Lingo Management. Lingo Communications will hold 20% of the voting interest and the right to designate two of the five board members. BRPI, a Delaware limited liability and holding company, is wholly owned by B. Riley Financial, Inc. (B. Riley), a publicly traded financial services company. Applicants state that Bryant R. Riley, a U.S. citizen, holds approximately 20% of B. Riley and that no other individual or entity holds a 10% or greater direct or indirect equity or voting interest in B. Riley. Lingo Communications, a Georgia limited liability and holding company, is a wholly owned direct subsidiary of GG Telecom Investors, LLC (GG Telecom), a Georgia limited liability company. GG Telecom, in turn, is owned by Holcombe T. Green, Jr. (62.5%) and R. Kirby Godsey (37.5%), both U.S. citizens. Matrix Telecom of Virginia, LLC provides international service under authority of the international section 214 authorizations held by Matrix pursuant to section 63.21(h) of the Commission's rules. 47 CFR § 63.21(h). ITC-T/C-20210111-00005 E Lingo Communications of Kentucky, LLC Transfer of Control Current Licensee: Lingo Communications of Kentucky, LLC FROM: Lingo Communications, LLC TO: B. Riley Principal Investments, LLC Application filed for consent to transfer control of Lingo Communications of Kentucky, LLC (Lingo Kentucky), which holds international section 214 authorization ITC-214-20130716-00198, from Lingo Communications, LLC (Lingo Communications) to B. Riley Principal Investments, LLC (BRPI). Lingo Kentucky is a direct wholly owned subsidiary of Lingo Management, LLC. Lingo Communications currently holds a 60% voting interest in Lingo Management and has the ability to designate two of the four members of the operating board of Lingo Management. BPRI currently holds a 40% voting interest in Lingo Management and has the right to designate two of the four board members. Following the consummation of the proposed transaction, BPRI will hold 80% of the voting interest and the right to designate three of the five members of the operating board of Lingo Management. Lingo Communications will hold 20% of the voting interest and the right to designate two of the five board members. BRPI, a Delaware limited liability and holding company, is wholly owned by B. Riley Financial, Inc. (B. Riley), a publicly traded financial services company. Applicants state that Bryant R. Riley, a U.S. citizen, holds approximately 20% of B. Riley and that no other individual or entity holds a 10% or greater direct or indirect equity or voting interest in B. Riley. Lingo Communications, a Georgia limited liability and holding company, is a wholly owned direct subsidiary of GG Telecom Investors, LLC (GG Telecom), a Georgia limited liability company. GG Telecom, in turn, is owned by Holcombe T. Green, Jr. (62.5%) and R. Kirby Godsey (37.5%), both U.S. citizens. Page 3 of 5 ITC-T/C-20210111-00006 E Tempo Telecom, LLC Transfer of Control Current Licensee: Tempo Telecom, LLC FROM: Lingo Communications, LLC TO: B. Riley Principal Investments, LLC Application filed for consent to transfer control of Tempo Telecom, LLC (Tempo), which holds international section 214 authorization ITC-214-20130411-00107, from Lingo Communications, LLC (Lingo Communications) to B. Riley Principal Investments, LLC (BRPI). Tempo is a direct wholly owned subsidiary of Lingo Management, LLC. Lingo Communications currently holds a 60% voting interest in Lingo Management and has the ability to designate two of the four members of the operating board of Lingo Management. BPRI currently holds a 40% voting interest in Lingo Management and has the right to designate two of the four board members. Following the consummation of the proposed transaction, BPRI will hold 80% of the voting interest and the right to designate three of the five members of the operating board of Lingo Management. Lingo Communications will hold 20% of the voting interest and the right to designate two of the five board members. BRPI, a Delaware limited liability and holding company, is wholly owned by B. Riley Financial, Inc. (B. Riley), a publicly traded financial services company. Applicants state that Bryant R. Riley, a U.S. citizen, holds approximately 20% of B. Riley and that no other individual or entity holds a 10% or greater direct or indirect equity or voting interest in B. Riley. Lingo Communications, a Georgia limited liability and holding company, is a wholly owned direct subsidiary of GG Telecom Investors, LLC (GG Telecom), a Georgia limited liability company. GG Telecom, in turn, is owned by Holcombe T. Green, Jr. (62.5%) and R. Kirby Godsey (37.5%), both U.S. citizens. ITC-T/C-20210125-00025 E Accipiter Communications Inc DBA Zona Communications Transfer of Control Current Licensee: Accipiter Communications Inc DBA Zona Communications FROM: ESU Zona LLC TO: Wyyerd Group Holdings, LLC Application filed for consent to transfer control of Accipiter Communications Inc DBA Zona Communications (Zona), a Nevada corporation which holds international section 214 authorization ITC-214-20061026-00491, from ESU Zona LLC (ESU) to Wyyerd Group Holdings, LLC (Wyyerd Holdings). Zona is wholly owned subsidiary of Wyyerd Group, LLC (Wyyerd Group) a Delaware limited liability company, which, in turn, is majority owned (78.83%) by ESU, a Delaware limited liability company. Pursuant to Agreement and Plan of Merger, dated January 22, 2021, Wyyerd Group Merger Sub, LLC (Merger Sub), a direct wholly owned subsidiary of Wyyerd Holdings will merge with and into Wyyerd Group with Wyyerd Group being the surviving entity. Consequently Wyyerd Group and Zona will become a direct and indirect wholly owned subsidiaries of Wyyerd Holdings respectively. Wyyerd Holdings, a newly formed Delaware limited liability company created for the purposes of this transaction, will, post-consummation, be majority owned and controlled by CGI Zoom Holdings, L.P. (Zoom Holdings) (66.47%), a Delaware limited partnership. Two other Delaware entities will hold a 10% or greater direct or indirect interest in Wyyerd Holdings: (1) Columbia Capital Equity Partners VI (QP), L.P. (direct 10.79%), which is ultimately controlled by James B. Fleming, Jr. and John T. Siegel, Jr., both U.S. citizens; and (2) ESU Investments, LLC (direct 6.8% and indirect 8.5%), which is wholly owned by John Scarano. Zoom Holdings is wholly owned by Carlyle CGI Zoom Aggregator, L.P. (Zoom Aggregator), a Delaware limited partnership. Carlyle CGI AIV, L.P., a Cayman Island entity, and Carlyle Electing LL, L.P., a Delaware limited partnership, hold a 59% and 40% limited partnership interest in Zoom Aggregator respectively. CGIOF General Partner S1, L.P., A Cayman Island entity, is the general partner of Zoom Holdings and Zoom Aggregator. CGIOF General Partner S1, L.P.is also the general partner of Carlyle CGI AIV, L.P. and Carlyle Electing LL, L.P. and holds a direct 1.1% equity interest in both. All of these entities are ultimately owned and controlled by private equity funds and entities associated with Carlyle Investment Management, L.L.C. (the Carlyle Group), a U.S.-based private equity firm with certain intermediate funds and entities organized in the Cayman Islands. The Carlyle Group is a U.S. publicly traded company and, according to the Applicants, no individual stockholder will be attributed a 10% or greater indirect interest in Wyyerd Holdings. In the Executive Branch Review Process Order the Commission set out categories of applications with reportable foreign ownership that may be excluded from referral to the Executive Branch for review for national security, law enforcement, foreign policy and trade policy issues. See Process Reform for Executive Branch Review of Certain FCC Applications and Petitions Involving Foreign Ownership, IB Docket 16-155, Report and Order, 35 FCC 10927, 10938-42, paras. 29-39 (2020). Applicants have made a showing that the only reportable foreign ownership in Wyyerd Holdings and Zona is through passive, offshore intermediary holding companies and that 100% of the ultimate control is held by U.S. citizens or entities. We are exercising our discretion and are not referring this application to the Executive Branch. See id. at 10941, para. 36, n. 99; see also id. at 10957, para 81, n. 205. Page 4 of 5 ITC-T/C-20210126-00024 E Prairieburg Telephone Company, Incorporated Transfer of Control Current Licensee: Prairieburg Telephone Company, Incorporated FROM: Prairieburg Telephone Company, Incorporated TO: HILLIARY ACQUISITION IOWA, LLC Application filed for consent to transfer control of Prairieburg Telephone Company, Incorporated (PTCI), a privately held Iowa corporation which holds international section 214 authorization ITC-214-20081015-00459, from its current shareholders to Hilliary Acquisition Iowa, LLC (Hilliary). Pursuant to the terms of the proposed transaction, Hilliary's wholly owned subsidiary, PTCI Acquisition Corp., an Iowa Corporation, will merge with and into PTCI with PTCI being the surviving entity. As a result, PTCI will become a wholly owned subsidiary of Hilliary. Hilliary, an Oklahoma holding company, is owned by Edward E. Hilliary, Jr., Dustin J. Hilliary, Michael J. Hilliary, and Douglas J. Hilliary, all U.S. citizens, with each holding a 25% interest. REMINDERS: 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 5 of 5