Description of NextG, NextG Parent and MDP
NextG is a Delaware corporation that provides radio frequency transport and backhaul services for commercial mobile radio service (CMRS) providers throughout California by means of the Distributed Antenna System (DAS) networks that it builds. (Joint Application, p. 3.) As we pointed out in Decision (D.) 09-02-015, by providing these networks, NextG enables CMRS providers to amplify and extend their radio frequency signals and capacity in difficult coverage areas.
This Commission originally granted NextG a certificate of public convenience and necessity (CPCN) to provide limited facilities-based and resold local exchange, access and interexchange telecommunications services in D.03-01-061. Later, in D.07-04-045, NextG's authority was expanded to include full facilities-based local exchange services and expedited environmental review.1 (Id. at 3-4.)
With respect to NextG Parent, the joint application states that it is an unregulated Delaware holding company whose operating subsidiaries, including NextG, "design, permit, build, own, operate and manage [DAS] networks." (Id. at 3.) The joint application notes that affiliates of NextG provide intrastate telecommunications services in 31 states as well as the District of Columbia and Puerto Rico, and that to the extent the laws of those other jurisdictions require it, authority for the merger is also being sought from them. In addition to the CPCNs referred to above, NextG also holds authority from the Federal Communications Commission (FCC) to provide interstate telecommunications services, and it has filed a Domestic 214 application with the FCC for transfer of control of that authority. (Id. at 4.)
As to MDP, the joint application states that it is a Delaware limited liability company that transacts no business in California; its role is restricted to owning investment interests in other businesses.2 MDP is based in Chicago, and is "one of the most experienced and successful private equity investment firms in the United States." According to the joint application, MDP's principals manage funds with more than $18 billion in equity commitments, and MDP has invested in more than 100 companies since its inception in 1992. (Id. at 4.)
The joint application states that upon completion of the proposed merger, MDP will hold a controlling interest in NextG Parent through six MDP limited partnership funds, which are as follows:
1. Madison Dearborn Capital Partners V-A, L.P.
2. Madison Dearborn Capital Partners V-C, L.P.
3. Madison Dearborn Capital Partners V Executive-A L.P.
4. Madison Dearborn Capital Partners VI-C, L.P.
5. Madison Dearborn Capital Partners VI-A, L.P.
6. Madison Dearborn Capital Partners VI Executive-A, L.P.
The joint application also states that Madison Dearborn Partners V A&C, L.P. is the general partner of the first three of these limited partnership funds, and that Madison Dearborn Partners VI A&C, L.P. is the general partner of the latter three. As general partners, these two entities manage and exercise control over the limited partnership funds that are under their respective umbrellas.3
1 In D.07-04-045, in addition to granting NextG expanded authority, the Commission directed that a separate proceeding be opened to determine whether NextG had violated the terms of its original CPCN by engaging in "ground-disturbing activity." In D.07-07-023, the Commission denied NextG's application for rehearing of this aspect of D.07-04-045.
After receiving a report from the Consumer Protection and Safety Division (CPSD) concluding that NextG had violated the terms of the CPCN granted in D.03-01-061, the Commission opened Investigation (I.) 08-07-012 to determine the extent of the violations and what penalty should be imposed. In D.09-02-015, the Commission approved a settlement between Next G and CPSD that disposed of all the issues raised in I.08-07-012.
2 As a result of this status, MDP is not required to have a Certificate of Good Standing from the California Secretary of State. (Id. at 4.)
3 The application also states that no telecommunications services are currently provided directly by these funds, but that "portfolio companies of other MDP managed funds do provide telecommunications services." (Id. at 5.)
