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Comment Sought on Domestic 214 Transfer of IntelePeer to Peerless

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Released: January 31, 2014

PUBLIC NOTICE

Federal Communications Commission

News Media Information 202 / 418-0500

445 12th St., S.W.

Internet: http://www.fcc.gov

Washington, D.C. 20554

TTY: 1-888-835-5322

DA 14-111

Released: January 31, 2014

DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF

INTELEPEER, INC. TO PEERLESS NETWORK, INC.

STREAMLINED PLEADING CYCLE ESTABLISHED

WC Docket No. 13-322

Comments Due: February 14, 2014
Reply Comments Due: February 21, 2014

On December 31, 2013, IntelePeer, Inc. (IntelePeer) and Peerless Network, Inc. (Peerless)
(together, Applicants) filed an application pursuant to section 63.03 of the Commission’s rules1 to transfer
control of IntelePeer to Peerless. Applicants consummated this transaction without authority on
November 29, 2013.2
IntelePeer is a Delaware corporation and was a wholly owned subsidiary of IntelePeer Holdings,
Inc., also a Delaware corporation. IntelePeer provides competitive telecommunications services and is
authorized to provide competitive local exchange carrier (LEC) and intrastate interexchange services in
45 states and the District of Columbia.3 Applicants state that the following entities hold a 10 percent or
greater equity or voting interests in IntelePeer Holdings, Inc.: VantagePoint Venture Partners 2006 (Q),
L.P., a Delaware entity, Kennt II, L.P., a Guernsey entity, and Northcap Partners/IVS A/S, a Danish
entity.
Peerless, a Delaware corporation, is a competitive LEC that provides interconnection services in
multiple states. 4 The following citizen and entities hold a ten percent or more direct or indirect interest in


1 47 C.F.R § 63.03; see 47 U.S.C. § 214. Applicants filed a supplement to their application on January 30, 2014.
2 On January 30, 2014, the Wireline Competition Bureau granted Applicants’ request for Special Temporary
Authority for a period of 60 days for authorization to continue to provide service pending approval of this
application. A grant of the application will be without prejudice to any enforcement action by the Commission for
non-compliance with the Communications Act of 1934, as amended, or the Commission’s rules. Letter from
Winafred Brantl and Henry T. Kelly, Counsel for Applicants, to Marlene H. Dortch, WC Docket No. 13-322 (filed
Jan. 16, 2014).
3 IntelePeer holds authorizations in all states except Alaska, Indiana, Maine, North Dakota, and South Carolina. In
Virginia, IntelePeer provides services through a wholly owned subsidiary, IntelePeer of Virginia, Inc.
4 Peerless is currently licensed in the following states: Arizona, California, Colorado, Connecticut, Delaware,
Florida, Georgia, Illinois, Indiana, Kansas, Kentucky, Louisiana, Maryland, Massachusetts, Michigan, Minnesota,

Peerless: John Barnicle, (14 percent, U.S. citizen); Adams Street Partners LLC (38.7 percent). The
Adams Street Partners LLC interests are held directly through Adams Street 2007 Direct Fund, LP (2007
Direct Fund) (14 percent); Adams Street 2008 Direct Fund, LP (2008 Direct Fund) (12.4 percent); Adams
Street 2009 Direct Fund, LP (2009 Direct Fund) (12.3 percent) The general partner of 2007 Direct Fund
is ASP 2007 Direct Management LLC. The general partner of 2008 Direct Fund is ASP 2008 Direct
Management LLC. The general partner of 2009 Direct Fund is ASP 2009 Direct Management LLC.
Applicants further state that 99 percent of the interests in Adams Street Partners, LLC are held by Adams
Street Associates, L.P., and that no individual or entity with interests in Adams Street Associates, L.P.
holds a 10 percent or greater interest in IntelePeer. They state that the general partner of Adams Street
Associates, L.P. is Adams Street Associates, LLC, which is managed by T. Bondurant French, Jeffrey J.
Diermeier, A. Bart Holaday, and Wilbur H. (Bill) Gantz, all U.S. citizens. All entities are U.S. based.5
On November 29, 2013, Peerless acquired all of the common shares of stock of IntelePeer. As a
result of this transaction, IntelePeer became a wholly owned direct subsidiary of Peerless. Applicants
state that the transaction did not and will not result in any loss or impairment of service for any customers.
Applicants assert that the proposed transaction is entitled to presumptive streamlined treatment under
section 63.03(b)(2)(i) of the Commission’s rules and that a grant of the application will serve the public
interest, convenience, and necessity.6
Domestic Section 214 Application Filed for the Transfer of Control of IntelePeer, Inc. to
Peerless Network, Inc., WC Docket No. 13-322 (filed Dec. 31, 2013).

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 February 14, 2014, and reply comments on
or before February 21, 2014.
Pursuant to section 63.52 of the Commission’s rules, 47 C.F.R. § 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.7
Pursuant to section 63.03 of the Commission’s rules, 47 CFR § 63.03, parties to this proceeding
should file any documents in this proceeding using the Commission’s Electronic Comment Filing System
(ECFS): http://fjallfoss.fcc.gov/ecfs2/.

In addition, e-mail one copy of each pleading to each of the following

:





Missouri, Nevada, New Jersey, New York, North Carolina, Ohio, Oregon, Pennsylvania, Rhode Island, South
Carolina, Tennessee, Texas, Utah, Vermont, Virginia, Washington, Wisconsin as well as the District of Columbia.
5 Applicants state that, through its common ownership by Adams Street Partners, LLC, IntelePeer is affiliated with
Five9, Inc. that provides competitive telecommunications services in California and New York, and YMax
Communications Corp. and YMax Communications Corp. of Virginia that provide competitive telecommunications
services throughout the U.S.
6 47 C.F.R. § 63.03(b)(2)(i).
7 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in
connection with the proposed transaction.
2

1) Tracey Wilson, Competition Policy Division, Wireline Competition Bureau,
tracey.wilson@fcc.gov;
2) Jodie May, Competition Policy Division, Wireline Competition Bureau, jodie.may@fcc.gov;
3) 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), (202) 418-0432 (tty).
The proceeding in this Notice shall be treated as a “permit-but-disclose” proceeding in
accordance with the Commission’s ex parte rules.8 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 C.F.R. § 1.1206(b). Participants in this proceeding should familiarize
themselves with the Commission’s ex parte rules.
For further information, please contact Tracey Wilson at (202) 418-1394 or Jodie May at
(202) 418-0913.
- FCC -


8 47 C.F.R. §§ 1.1200 et seq.
3

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