PUBLIC NOTICE FEDERAL COMMUNICATIONS COMMISSION 445 12Th STREET S.W
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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 DA No. 19-888 Report No. SCL-00250 Monday September 9, 2019 Actions Taken Under Cable Landing License Act Section 1.767(a) Cable Landing Licenses, Modifications, and Assignments or Transfers of Control of Interests in Cable Landing Licenses (47 C.F.R. § 1.767(a)) By the Chief, Telecommunications and Analysis Division, International Bureau: Pursuant to An Act Relating to the Landing and Operation of Submarine Cables in the United States, 47 U.S.C. §§ 34-39 (Cable Landing License Act), Executive Order No. 10530, Exec. Ord. No. 10530 reprinted as amended in 3 U.S.C. § 301, and section 1.767 of the Commission's rules, 47 C.F.R. § 1.767, the following applications ARE GRANTED. These grants of authority are taken under section 0.261 of the Commission's rules, 47 C.F.R. § 0.261. Petitions for reconsideration under section 1.106 or applications for review under section 1.115 of the Commission's rules, 47 C.F.R. §§ 1.106, 1.115, may be filed within 30 days of the date of this public notice. These applications have been coordinated with the Department of State and other Executive Branch agencies pursuant to section 1.767(b) of the Commission's rules, 47 C.F.R. §1.767(b), and consistent with procedures established with the Department of State. See Review of Commission Consideration of Applications under the Cable Landing License Act, IB Docket No. 00-106, Report and Order, 16 FCC Rcd 22167, 22192-93, paras. 51-52 (2001) (Submarine Cable Landing License Report and Order); Streamlined Procedures for Executive Branch Review of Submarine Cable Landing License Requests, State Department Media Note (Revised) (rel. Dec. 20, 2001) available at http://2001-2009.state.gov/r/pa/prs/ps/2001/6951.htm. This public notice serves as each cable landing licensee's Cable Landing License, or modification thereto, pursuant to the Cable Landing License Act and sections 1.767 and 1.768 of the Commission's rules. Cable landing licensees should review carefully the terms and conditions of their licenses. Failure to comply with these terms and conditions or relevant Commission rules and policies could result in fines or forfeitures. Page 1 of 4 SCL-LIC-20180511-00010 E America Europe Connect 2 USA, Inc. Submarine Cable Landing License Grant of Authority Date of Action: 09/06/2019 Acceptability for Filing Public Notice: Application filed by America Europe Connect 2 USA, Inc., America Europe Connect 2 Limited, Edge Cable Holdings USA, LLC, GU Holdings Inc., and Optibulk Havfrue AS (Applicants) for a license to land and operate within the United States a non-common carrier fiber-optic submarine cable system connecting Wall, New Jersey; Blaabjerg, Denmark; Old Head Beach, Leckanvy, Ireland; and Kristiansand, Norway (Havfrue system). The Application was placed on Public Notice on May 25, 2018. See Streamlined Submarine Cable Landing License Applications Accepted for Filing, File No. SCL-LIC-20180511-00010, Public Notice, Report No. SCL-00214S (IB, rel. May 25, 2018). No comments or oppositions were filed in response to the Public Notice. Applicants were granted Special Temporary Authority to construct, connect the U.S. end points of, and test at their own risk those portions of the Havfrue system in U.S. territory. See File No. SCL-STA-20190717-00019. The Application has been coordinated with the Department of State and other Executive Branch agencies pursuant to section 1.767(b) of the Commission's rules, 47 C.F.R. §1.767(b), and consistent with procedures established with the Department of State. See Review of Commission Consideration of Applications under the Cable Landing License Act, IB Docket No. 00-106, Report and Order, 16 FCC Rcd 22167, 22192-93, paras. 51-52 (2001) (Submarine Cable Landing License Report and Order); Streamlined Procedures for Executive Branch Review of Submarine Cable Landing License Requests, State Department Media Note (Revised) (rel. Dec. 20, 2001) available at https://2001-2009.state.gov/r/pa/prs/ps/2001/6951.htm. The Department of Homeland Security (DHS) filed a letter to defer action on July 2, 2018. DHS filed a Petition to Adopt Conditions to Authorizations and Licenses on September 5, 2019. DHS has no objection to the Commission approving authority to land and operate the Havfrue system, provided that the Commission conditions approval on the commitment of America Europe Connect 2 USA, Inc. et al. to abide by the undertakings set forth in the September 2, 2019, Letter of Assurances to DHS. Actions Taken: (1) Grant of Cable Landing License to America Europe Connect 2 USA, Inc. et al. for the purpose of landing and operating a non-common carrier fiber-optic submarine cable network, the Havfrue system, connecting Wall, New Jersey; Blaabjerg, Denmark; Old Head Beach, Leckanvy, Ireland; and Kristiansand, Norway, (2) waiver of section 1.767(h)(1) of the Commission's rules, 47 CFR § 1.767, in connection with the license, and (3) grant of the Petition to Adopt Conditions to Authorizations and Licenses filed on September 5, 2019, by the Department of Homeland Security. Licensee Information: The Applicants for the cable landing license for the Havfrue system are the following: (1) America Europe Connect 2 USA, Inc. (AEC2 USA), (2) America Europe Connect 2 Limited (AEC2), (3) Edge Cable Holdings USA, LLC (Edge USA), (4) GU Holdings Inc. (GU Holdings), and (5) Optibulk Havfrue AS (Optibulk) (together, Applicants). AEC2 USA, a Delaware corporation, is wholly-owned, on a direct basis, by AEC2, an Irish company. AEC2 USA will serve as the U.S. landing party for Havfrue, and AEC2 will hold participation and voting interests in the Main Trunk and Ireland Branch. The ten-percent-or-greater direct or indirect interest holders of AEC2 USA and AEC2 are: (1) Aqua Comms Designated Activity Company (Aqua Comms Parent), an Irish company (100% voting and equity interest in AEC2); (2) Aqua Ventures International FZE (Aqua Ventures), a United Arab Emirates company (53% voting and equity interest, on a fully diluted basis, in Aqua Comms Parent); (3) The 2013 Bake Family Trust, a Jersey company (100% voting and equity interest in Aqua Ventures); (4) Dominion Fiduciary Trust Limited (Dominion Fiduciary Trust), a Jersey company (100% voting interest in The 2013 Bake Family Trust, serving as the trustee of, and controlling that trust); (5) Christopher Paul Bake, a Netherlands citizen (serving as economic settlor of The 2013 Bake Family Trust, and holding discretionary power to distribute economic benefits to the beneficiaries of The 2013 Bake Family Trust); (6) Pangaea Two Acquisition Holdings XV, LLC (Pangaea Holdings), a Delaware company (19.6% direct voting and equity interest, on a fully diluted basis, in Aqua Comms Parent); (7) Pangaea Two Acquisition Holdings Parallel XV, LLC (Pangaea Holdings Parallel), a Delaware company (8.8% voting and equity interest, on a fully diluted basis, in Aqua Comms Parent); (8) Pangaea Two LP (Pangaea Two), a Delaware company (100% voting and equity interest in and sole member of Pangaea Holdings); (9) Pangaea Two Parallel, LP (Pangaea Parallel), a Cayman Islands company (100% voting and equity interest in and sole member of Pangaea Holdings Parallel); (10) Pangaea Two GP, LP (Pangaea Two GP), a Delaware company (100% voting interest in, and general partner of each of Pangaea Two and Pangaea Parallel (equity interests of Pangaea Two and Pangaea Parallel are each held by limited partners, with none holding a 10% or greater interest)); (11) Pangaea Two Admin GP, LLC (Pangaea Two Admin), a Cayman Islands company (100% voting interest in, and general partner of Pangaea Two GP (equity interests of Pangaea Two GP are held by limited partners, with none holding a 10% or greater interest)); (12) Cartesian Capital Group, LLC (Cartesian Capital), a Delaware company (100% voting and equity interest in, and managing member of, Pangaea Two Admin); (13) Peter M. Yu, a U.S. citizen (Between 50 and 74% voting and equity interest in Cartesian Capital); and (14) Irish Strategic Investment Fund of National Treasury Management Agency (ISIF), a sovereign development fund controlled and managed by the Government of Ireland (13.8% voting and equity interest in Aqua Comms Parent). Based on publicly available information, Mr. Yu has a controlling interest in Cartesian Capital and has ultimate control of Pangaea Holdings and Pangaea Holdings Parallel, the two entities with direct interests in Aqua Comms Parent. No other individual or entity holds a direct or indirect 10-percent-or-greater interest in Aqua Comms Parent, AEC2 or AEC2 USA. Edge USA, a Delaware corporation, is a wholly-owned, direct subsidiary of Facebook, Inc. (Facebook), a Delaware corporation. Edge USA will hold participation and voting interests in the Main Trunk and the Ireland Branch. The ten-percent-or-greater direct or indirect interest holders of Facebook are: (1) CZI Holdings, LLC (CZI), a Delaware company (51.93% voting interest in Facebook and 13.39% equity interest in Facebook's outstanding shares); and (2) Mark Zuckerberg, a U.S. citizen who serves as Chairman and CEO of Facebook (100% ownership interest in all of CZI's member interests and, together with his ownership positions in Facebook, owns approximately 14.04% of Facebook's outstanding shares and holds an approximate 59.63% voting interest in Facebook that includes (a) a 53.10% voting interest for shares he holds directly or controls through CZI; and (b) a 6.53% voting interest that he has authority to vote pursuant to voting agreements with (i) Dustin Moskovitz, Trustee of The Dustin Moskovitz 2008 Annuity Trust dated March 10, 2008, and (ii) Dustin Moskovitz, Trustee of The Dustin A.