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Comment Sought on Domestice 214 Transfer of PTI from PTGI to PTUS

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Released: June 14, 2013

PUBLIC NOTICE

Federal Communications Commission
445 12th St., S.W.

News Media Information 202 / 418-0500

Internet: http://www.fcc.gov

Washington, D.C. 20554

TTY: 1-888-835-5322

DA 13-1368

Released: June 14, 2013

DOMESTIC SECTION 214 APPLICATION FILED FOR THE

TRANSFER OF CONTROL OF PRIMUS TELECOMMUNICATIONS, INC. TO PTUS, INC.

STREAMLINED PLEADING CYCLE ESTABLISHED

WC Docket No. 13-145

Comments Due: June 28, 2013
Reply Comments Due: July 5, 2013

On June 5, 2013, Primus Telecommunications Group, Incorporated (PTGI), Primus
Telecommunications, Inc. (PTI), and PTUS, Inc. (PTUS) (collectively, Applicants) filed an application
pursuant to section 63.03 of the Commission's rules1 to transfer control of PTI from PTGI to PTUS.
PTGI, a Delaware corporation, through various indirect operating subsidiaries, provides
telecommunications products and services. In the United States, PTGI's regulated operating subsidiaries
include PTI, PTGi International Carrier Services, Inc., the St. Thomas and San Jan Telephone Company,
Inc., and STSJ Overseas Telephone Company, Inc. PTI provides telecommunications services in 49
states (every state except Alaska), the District of Columbia, and the Commonwealth of Puerto Rico. PTI,
a Delaware corporation, is a wholly owned subsidiary of Primus Telecommunications Holdings, Inc.
(Holdings), which is, in turn, wholly owned by PTGI.
PTUS, a Delaware corporation, does not provide telecommunications services, nor is it affiliated
with any telecommunications providers. PTUS is wholly owned by PT Holdco, Inc., a Canadian holding
company, which is wholly owned by PT Investor, L.P., a Cayman Islands holding company.2 PT
Investor, L.P. is controlled by its sole general partner, York Special Opportunities Domestic Holdings,
LLC, a New York limited liability company. York Special Opportunities Domestic Holdings, LLC is
vested solely in its senior managing member, York Capital Management Global Advisors, LLC, which is
controlled by its Chairman, Chief Executive Officer, and founder James Dinan, a U.S. citizen.


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 June 11, 2013.
2 Abu Dhabi Investment Authority, a United Arab Emirates entity, holds a 19.84% limited partnership equity interest
in PT Investor, L.P.

On May 10, 2013, PTUS, PTGI and certain of their respective affiliates entered into an Equity
Purchase Agreement whereby, among other things, PTUS will acquire all of the stock of PTI from
Holdings. 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.3
Domestic Section 214 Application Filed for the Transfer of Control of Primus
Telecommunications, Inc. to PTUS, Inc., WC Docket No. 13-145 (filed June 5, 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 June 28, 2013, and reply comments on or
before July 5, 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. Unless otherwise notified by the Commission, the Applicants may transfer control on the 31st day
after the date of this notice.4
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) Myrva Charles, Competition Policy Division, Wireline Competition Bureau,
myrva.charles@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).
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).


3 47 C.F.R. 63.03(b)(2)(i).
4 Such authorization is conditioned upon receipt of any other necessary approvals from the Commission in
connection with the proposed transaction.
5 47 C.F.R. 1.1200 et seq.

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 Myrva Charles at (202) 418-1506 or Dennis Johnson at
(202) 418-0809.
- FCC -

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