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T-Mobile, MetroPCS Applications Accepted, Pleading Cycle Established

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Released: October 26, 2012
PUBLIC NOTICE
FEDERAL COMMUNICATIONS COMMISSION
445 TWELFTH STREET, S.W.
WASHINGTON, D.C. 20554

DA 12-1730

News media information 202/418-0500 Fax-On-Demand 202/418-2830 Internet: http://www.fcc.gov ftp.fcc.gov

Released: October 26, 2012

DEUTSCHE TELEKOM AG, T-MOBILE USA, INC. AND METROPCS

COMMUNICATIONS, INC. SEEK FCC CONSENT TO THE TRANSFER OF CONTROL OF

PCS LICENSES AND AWS-1 LICENSES AND LEASES, ONE 700 MHZ LICENSE, AND

INTERNATIONAL 214 AUTHORIZATIONS HELD BY METROPCS COMMUNICATIONS,

INC. AND BY T-MOBILE USA, INC. TO DEUTSCHE TELEKOM AG

WT Docket No. 12-3011

PLEADING CYCLE ESTABLISHED

Petitions to Deny Due:

November 26, 2012

Oppositions Due:

December 6, 2012

Replies Due:

December 17, 2012

I.

INTRODUCTION

Deutsche Telekom AG (“Deutsche Telekom”), T-Mobile USA, Inc. (“T-Mobile”),2 and
MetroPCS Communications, Inc. (“MetroPCS” and, together with Deutsche Telekom and T-Mobile, the
“Applicants”) have filed applications (collectively, the “Applications”) pursuant to Sections 214 and
310(d) of the Communications Act of 1934, as amended,3 seeking Commission consent to the transfer of
control of Personal Communications Service (“PCS”) and Advanced Wireless Services (“AWS-1”)
licenses and leases, one lower 700 MHz license, as well as international 214 authorizations, held by
MetroPCS and its wholly-owned and controlled subsidiaries and by T-Mobile and its wholly-owned and


1 On October 17, 2012, the Wireless Telecommunications Bureau (“WTB”) issued a public notice establishing WT
Docket No. 12-301 for the Deutsche Telekom AG-MetroPCS Communications, Inc. Applications and designated the
ex parte status of the Applications as permit-but-disclose under the Commission’s rules. Commission Opens Docket
for Proposed Transfer of Control of MetroPCS Communications, Inc. to Deutsche Telekom AG, WT Docket No.
12-301, Public Notice, DA-12-1663 (rel. Oct. 17, 2012).
2 T-Mobile is an indirect, wholly-owned subsidiary of Deutsche Telekom, a publicly traded German company. The
Applicants state that the Commission has already approved, pursuant to Section 310(b)(4), Deutsche Telekom’s
foreign ownership of T-Mobile and its licensee subsidiaries, and that the public interest would be served by also
granting Section 310(b)(4) authority with respect to MetroPCS’s common carrier licenses. See Deutsche Telekom
AG Application, File No. 0005446627, Exhibit 1, Description of Transaction and Public Interest Statement (“Public
Interest Statement”), at 56-57. Deutsche Telekom requests that the Commission condition its grant of the transfer of
control applications on compliance with the provisions of the National Security Agreement (“NSA”) entered into on
January 12, 2001, as amended, between Deutsche Telekom and the Department of Justice, the Federal Bureau of
Investigation and the Department of Homeland Security, which is appended to the DT-Voicestream Order, 16 FCC
Rcd 9779 (2001). See Public Interest Statement at 61-62. See also T-Mobile-SunCom Order, 23 FCC Rcd 2515
(2008) (appending the NSA amendment).
3 47 U.S.C. §§ 214, 310(d).

controlled subsidiaries to a newly combined entity.
Under the agreement to combine T-Mobile and MetroPCS, Deutsche Telekom’s indirect, wholly-
owned subsidiary, T-Mobile Global Holding GmbH (“T-Mobile Holding”), would transfer all of its
ownership interests in T-Mobile to MetroPCS, and MetroPCS would then issue stock to T-Mobile
Holding or its designee. The agreement would result in Deutsche Telekom and existing MetroPCS
shareholders ultimately holding 74 percent and 26 percent ownership interests, respectively, in the newly
combined entity. The newly combined entity would be named T-Mobile US, Inc.,4 and both the
MetroPCS brand and the T-Mobile brand would be retained, offered through separate business units.
The Applicants state that the proposed transaction would combine complementary spectrum
portfolios that, in some markets, would result in larger blocks of contiguous spectrum to allow for higher
speeds, throughput rates, and increased capacity, and in other markets, would augment the spectrum
holdings of the combined company to enable broader and more robust Long Term Evolution deployment.
The Applicants further state that the proposed transfers would allow the newly combined company to
make more efficient use of the spectrum and offer improved services to consumers across the country.
Preliminary review of the Applications indicates that T-Mobile and MetroPCS would combine
their AWS-1 and PCS spectrum, as well as one lower 700 MHz license, in 248 Cellular Market Areas
across the nation. Post-transaction, in markets in which there is geographical overlap the merged entity
would hold a maximum of 110 megahertz of spectrum covering approximately 141 million people, or 46
percent of the population of the mainland United States.
In addition to the applications filed proposing to transfer control of MetroPCS’s licenses to the
combined company, T-Mobile has filed applications proposing what it characterizes as pro forma
transfers of control of all of its licenses and authorizations to the newly combined entity. Those
applications are included on this public notice as well.

II.

SECTION 310(d) APPLICATIONS

The following applications for consent to the transfer of control of PCS and AWS-1 licenses and
leases, as well as one lower 700 MHz license, have been assigned the following file numbers:

File No.

Licensee/Lessee

Transferee

Lead Call Sign/
Lease

0005443547
T-Mobile License LLC
Deutsche Telekom KNLF202
AG
0005444851
VoiceStream Pittsburgh, Deutsche Telekom KNLF242
L.P.
AG
0005444861
Powertel Memphis
Deutsche Telekom KNLF255
Licenses, Inc.
AG
0005444862
Cook Inlet GSM IV PCS Deutsche Telekom KNLF504
Holdings, LLC
AG
0005444864
WALLC LICENSE LLC Deutsche Telekom WPNL499
AG

0005444873
T-Mobile Puerto Rico
Deutsche Telekom KNLF249
LLC
AG


4 Deutsche Telekom has the right to select a name other than T-Mobile US, Inc. prior to the closing. See Public
Interest Statement at 3 n.5.
2

File No.

Licensee/Lessee

Transferee

Lead Call Sign/
Lease

0005444874
SunCom Wireless
Deutsche Telekom KNKN557
License Company, LLC. AG
0005444971
Cook Inlet/VS GSM VII Deutsche Telekom WQCS389
PCS, LLC
AG
0005445813
T-Mobile License LLC
Deutsche Telekom L000009970
AG
0005446617
MetroPCS 700 MHz,
Deutsche Telekom WQIZ578
LLC
AG
0005446618
MetroPCS AWS, LLC
Deutsche Telekom WQCS391
AG
0005446619
MetroPCS Wireless, Inc. Deutsche Telekom KNLH289
AG
0005446620
MetroPCS California,
Deutsche Telekom KNLF558
LLC
AG
0005446621
MetroPCS Florida, LLC Deutsche Telekom KNLF559
AG
0005446622
MetroPCS Georgia, LLC Deutsche Telekom KNLF556
AG
0005446623
MetroPCS Michigan, Inc. Deutsche Telekom WQGB247
AG
0005446624
MetroPCS
Deutsche Telekom WQKF358
Massachusetts, LLC
AG
0005446625
MetroPCS Texas, LLC
Deutsche Telekom WPSJ978
AG
0005446626
MetroPCS Networks
Deutsche Telekom WQEB557
California, LLC
AG
00054466275
MetroPCS Networks
Deutsche Telekom WQEB554
Florida, LLC
AG
0005449221
MetroPCS California,
Deutsche Telekom L000008562
LLC
AG
0005449224
MetroPCS Florida, LLC Deutsche Telekom L000008563
AG
0005449881
Iowa Wireless Services Deutsche Telekom KNLG769
Holding Corporation
AG
0005449883
Iowa Wireless Services Deutsche Telekom L000001014
Holding Corporation
AG
0005449891
Iowa Wireless Services Deutsche Telekom L000001109
Holding Corporation
AG
0005454130
T-Mobile License LLC
Deutsche Telekom L000008117
AG


5 The Applicants designated File No. 0005446627 as the lead application.
3

III.

SECTION 214 APPLICATIONS

The following applications for consent to the transfer of control of international section 214
authorizations have been assigned the following file numbers:

File No.

Authorization Holder

Transferee

Authorization Number

ITC-T/C-
T-Mobile USA, Inc.
Deutsche Telekom ITC-214-20120301-00067
20121018-00264
AG
ITC-214-20061004-00452
ITC-214-19960930-00473
ITC-T/C-
T-Mobile Puerto Rico
Deutsche Telekom ITC-214-20070626-00246
20121018-00265
LLC
AG
ITC-T/C-
Iowa Wireless Services Deutsche Telekom ITC-214-20020513-00251
20121018-00266
Holding Corporation
AG
ITC-T/C-
MetroPCS Wireless,
Deutsche Telekom ITC-214-20011116-00601
20121018-00267
Inc.
AG

IV.

PETITION FOR DECLARATORY RULING UNDER SECTION 310(b)(4)

Deutsche Telekom requests that the Commission grant it Section 310(b)(4) authority to hold
indirect controlling interests in the common carrier licenses and authorizations issued to MetroPCS and
its subsidiaries. According to Deutsche Telekom, the Commission has already determined that the public
interest is served by allowing up to 100 percent indirect foreign investment in T-Mobile and its licensee
subsidiaries by Deutsche Telekom and its German shareholders, including interests held by the German
government through its investment in Deutsche Telekom.6 The foreign ownership ruling issued in the
DT-Voicestream Order was extended in 2006 to cover AWS-1 licenses.7 Deutsche Telekom asserts that
the same rationale should also apply to allow Deutsche Telekom to control MetroPCS and its licensed
subsidiaries.
The Petition for Declaratory Ruling has been assigned File No. ISP-PDR-20121018-00006.

V.

EX PARTE

STATUS OF THIS PROCEEDING

As previously announced, the Applications will be governed by permit-but-disclose ex parte
procedures8 that are applicable to non-restricted proceedings under Section 1.1206 of the Commission’s
rules.9 Parties making oral ex parte presentations are directed to the Commission’s revised ex parte rules.
Parties are reminded that memoranda summarizing the presentation must contain the presentation’s
substance and not merely list the subjects discussed.10 More than a one- or two-sentence description of


6 See Public Interest Statement at 56-57 (citing VoiceStream Wireless Corporation, Powertel, Inc., and Deutsche
Telekom AG, IB Docket No. 00-187, Memorandum Opinion and Order, 16 FCC Rcd 9779 (2001)) .
7 See Public Notice, International Authorizations Granted, 21 FCC Rcd 14062 (IB rel. Nov. 30, 2006).
8 See infra and footnote 1.
9 47 C.F.R. § 1.1206.
10 See 47 C.F.R. § 1.1206(b)(1).
4

the views and arguments presented is generally required.11 Other rules pertaining to oral and written
presentations are set forth in Section 1.1206(b) as well.12

VI.

GENERAL INFORMATION

The applications referenced herein have been found, upon initial review, to be acceptable for
filing. The Commission reserves the right to return any application if, upon further examination, it is
determined to be defective and not in conformance with the Commission’s rules or policies.
Interested parties must file petitions to deny no later than

November 26

, 2012. Persons and
entities that file petitions to deny become parties to the proceeding. They may participate fully in the
proceeding, including seeking access to any confidential information that may be filed under a protective
order, seeking reconsideration of decisions, and filing appeals of a final decision to the courts.
Oppositions to such pleadings must be filed no later than

December 6

, 2012. Replies to such pleadings
must be filed no later than

December 17

, 2012. All filings concerning matters referenced in this Public
Notice should refer to WT Docket No. 12-301 and reference the specific file numbers of the individual
applications to which the filings pertain.

To allow the Commission to consider fully all substantive issues regarding the Applications in

as timely and efficient a manner as possible, petitioners and commenters should raise all issues in
their initial filings. New issues may not be raised in responses or replies.13 A party or interested
person seeking to raise a new issue after the pleading cycle has closed must show good cause why it
was not possible for it to have raised the issue previously. Submissions after the pleading cycle has
closed that seek to raise new issues based on new facts or newly discovered facts should be filed
within 15 days after such facts are discovered. Absent such a showing of good cause, any issues not
timely raised may be disregarded by the Commission.

Under the Commission’s current procedures for the submission of filings and other documents,14
submissions in this matter may be filed electronically (i.e., through ECFS) or by hand delivery to the
Commission.
·

If filed by ECFS

,15 comments shall be sent as an electronic file via the Internet to
http://www.fcc.gov/e-file/ecfs.html. In completing the transmittal screen, commenters should
include their full name, U.S. Postal Service mailing address, and the applicable docket number.
Parties may also submit an electronic comment by Internet e-mail.
·

If filed by paper

, the original and four copies of each filing must be filed by hand or messenger
delivery, by commercial overnight courier, or by first-class or overnight U.S. Postal Service mail.
All hand-delivered or messenger-delivered paper filings for the Commission’s Secretary must be
delivered to FCC Headquarters at 445 12th Street, S.W., Room TW-A325, Washington, D.C.
20554. The filing hours at this location are 8:00 a.m. to 7:00 p.m. All hand deliveries must be
held together with rubber bands or fasteners. Any envelopes must be disposed of before entering
the building. Commercial overnight mail (other than U.S. Postal Service Express Mail and


11 See id.
12 Id. § 1.1206(b).
13 See 47 C.F.R. §1.45(c).
14 See FCC Announces Change in Filing Location for Paper Documents, Public Notice, 24 FCC Rcd 14312 (2009).
15 See Electronic Filing of Documents in Rulemaking Proceedings, GC Docket No. 97-113, Report and Order, 13
FCC Rcd 11322 (1998).
5

Priority Mail) must be sent to 9300 East Hampton Drive, Capitol Heights, MD 20743. U.S.
Postal Service first-class, Express, and Priority mail should be addressed to 445 12th Street, S.W.,
Washington, D.C. 20554. All filings must be addressed to the Commission’s Secretary, Office of
the Secretary, Federal Communications Commission.
One copy of each pleading must be delivered electronically, by e-mail or facsimile, or if delivered
as paper copy, by hand or messenger delivery, by commercial overnight courier, or by first-class or
overnight U.S. Postal Service mail (according to the procedures set forth above for paper filings), to:
(1) the Commission’s duplicating contractor, Best Copy and Printing, Inc., at FCC@BCPIWEB.COM or
(202) 488-5563 (facsimile); (2) David Hu, Broadband Division, WTB, at david.hu@fcc.gov or (202) 418-
7247 (facsimile); (3) Kathy Harris, Mobility Division, WTB, at kathy.harris@fcc.gov or (202) 418-7447
(facsimile); (4) Kate Matraves, Spectrum and Competition Policy Division, WTB, at
catherine.matraves@fcc.gov or (202) 418-7447 (facsimile); (5) David Krech, Policy Division,
International Bureau, at david.krech@fcc.gov or (202) 418-2824 (facsimile); and (6) Jim Bird, Office of
General Counsel, at TransactionTeam@fcc.gov or (202) 418-1234 (facsimile). Any submission that is e-
mailed to Best Copy and Printing, David Hu, Kathy Harris, Kate Matraves, David Krech, and Jim Bird
should include in the subject line of the e-mail: (1) WT Docket No. 12-301; (2) the name of the submitting
party; and (3) a brief description or title identifying the type of document being submitted (e.g., WT
Docket No. 12-301, [name of submitting party], Notice of Ex Parte Communication).
Copies of the application and any subsequently-filed documents in this matter may be obtained
from Best Copy and Printing, Inc., in person at 445 12th Street, S.W., Room CY-B402, Washington, D.C.
20554, via telephone at (202) 488-5300, via facsimile at (202) 488-5563, or via e-mail at
FCC@BCPIWEB.COM. The applications and any associated documents are also available for public
inspection and copying during normal reference room hours at the following Commission office: FCC
Reference Information Center, 445 12th Street, S.W., Room CY-A257, Washington, D.C. 20554. The
applications are also available electronically through ECFS, which may be accessed on the Commission’s
Internet website at http://www.fcc.gov. In addition, the wireless applications are available electronically
through ULS, which may be accessed on the Commission’s Internet website, and the international
applications are available electronically through IBFS, also which may be accessed on the Commission’s
Internet website.. Information regarding the proposed transaction is also available on the Internet website
the FCC has established for this transaction, http://transition.fcc.gov/transaction/tmobile-metropcs.html,
which contains an unofficial listing and electronic copies of materials in this matter.
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 and Governmental
Affairs Bureau at (202) 418-0530 (voice) or (202) 418-0432 (TTY). Contact the FCC to request
reasonable accommodations for filing comments (accessible format documents, sign language
interpreters, CART, etc.) by e-mail: fcc504@fcc.gov; phone: (202) 418-0530; or TTY: (202) 418-0432.
For further information, contact David Hu, Broadband Division, Wireless Telecommunications
Bureau, at (202) 418-7120, or Kathy Harris, Mobility Division, Wireless Telecommunications Bureau, at
(202) 418-0609.
-FCC-
6

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