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Comment Sought on Domestic 214 Transfer of US Connect to GW

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Released: August 13, 2013

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 13-1750

Released: August 13, 2013

DOMESTIC SECTION 214 APPLICATION FILED FOR THE

TRANSFER OF CONTROL OF U.S. CONNECT, LLC

TO GREAT WIRELESS, LLC

NON-STREAMLINED PLEADING CYCLE ESTABLISHED

WC Docket No. 13-187

Comments Due: August 27, 2013
Reply Comments Due: September 3, 2013

On July 18, 2013, U.S. Connect, LLC (US Connect), International Media Technology, LLC
(IMT), LCSD Holdings, LLC (LCSD), Great Wireless, LLC (GW), Nadia Shivji, and Suleman Bhimani
(together, Applicants) filed an application pursuant to section 63.03 of the Commission's rules1 for a
series of transactions that ultimately resulted in the transfer of control, without prior authorization from
the Commission, of US Connect to GW.2
US Connect, a Georgia limited liability company, is a non-dominant carrier that resells eligible
telecommunications carrier services from various facilities in Arkansas, Maryland and West Virginia.
International Media Technology, LLC (IMT) is a privately owned limited liability company in Atlanta
Georgia. LCSD, a Texas limited liability company, is primarily a stockholding company. GW, a Texas
limited liability company, does not directly provide telecommunications services.
In August, 2011, IMT sold 100 percent of the membership interests in US Connect to LCSD,
GW, and Bassam Abdallah and Jay Giesen (Minority Shareholders), which resulted in LCSD and GW
each owning 45 percent of US Connect and the Minority Shareholders owning the remainder.3 In


1 47 C.F.R 63.03; see 47 U.S.C. 214. Applicants are also filing applications for transfer of control associated
with authorization for international services. Any action on this domestic section 214 application is without
prejudice to Commission action on other related, pending applications. Applicants filed a supplement to their
application on August 6, 2013.
2 On August 8, 2013, 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 Leon Nowalsky, Counsel, to
Marlene H. Dortch, Secretary, FCC, WC Docket No. 13-187 (filed July 16, 2013).
3 Bassam Abdallah and Jay Giesen's ownership interest following this transaction was 8% and 2% respectively. At
that time, US Connect had no customers.

September 2011, loans were made to US Connect which resulted in GW's ownership share in US
Connect increasing to 60 percent, represented collectively herein as a transfer of membership interest
from LCSD to GW.4 In connection with the loans to US Connect on behalf of GW, the principal
shareholder of GW, Nadia Shivji, ceded her entire ownership interest in GW to Suleman Bhimani, a
Canadian citizen, effectively making him owner of 100 percent of GW, which, in turn, owned 60 percent
of US Connect. Over a period of several months thereafter, LCSD and the Minority Shareholders, in
settlement of a shareholder lawsuit, surrendered all of their ownership in US Connect back to US
Connect, which had the effect of making GW the 100 percent owner of US Connect.
Applicants state that a grant of the application will serve the public interest, convenience, and
necessity. They assert that consummation of the proposed transaction will result in net benefits to
US Connect's customers by strengthening its financial status. Also, Applicants state the proposed
transaction will enhance US Connect's ability to offer a broader range of products and services to
customers.
Domestic Section 214 Application Filed for the Transfer of Control of
U.S. Connect, LLC to Great Wireless, LLC, WC Docket No. 13-187
(filed July. 18, 2013).

GENERAL INFORMATION

The transfer of control identified herein has been found, upon initial review, to be acceptable for
filing as a non-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 August 27, 2013, and reply comments on or
before September 3, 2013.
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.
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

:
1) Tracey Wilson, Competition Policy Division, Wireline Competition Bureau,
tracey.wilson@fcc.gov;
2) Dennis Johnson, Competition Policy Division, Wireline Competition Bureau,
dennis.johnson@fcc.gov;
3) David Krech, Policy Division, International Bureau, david.krech@fcc.gov; and
4) 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).


4 Applicants state that the loans made to US Connect resulted in a dilution of the ownership of LCSD in US Connect
below 50% while increasing the ownership of GW in US Connect to 60%.

The proceeding in this Notice shall be treated as a "permit-but-disclose" proceeding in
accordance with the Commission's ex parte rules.5 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 Dennis Johnson at
(202) 418-0809.
-FCC-


5 47 C.F.R. 1.1200 et seq.

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