Request to File Merger Agreement and Financial Statements Under Seal

The joint applicants have asserted that the financial statements for NextG Parent and its subsidiaries (which were filed as Exhibit D to the joint application), and the May 15, 2009 Merger Agreement and Plan between NextG Parent and Nodes (the full version of which was filed on June 22, 2009)⁷ contain competitively-sensitive information and so should be kept confidential pursuant to Pub. Util. Code § 583 and General Order GO 66-C.

We have granted similar requests for confidential treatment of financial data and related agreements in many other decisions, some of which - as in this case - have involved keeping an entire agreement confidential. See, e.g., D.00-05-046, 6 CPUC3d at 203-04; D.00-11-041 at 9-10 (citing cases and granting confidential treatment for entire settlement agreement); D.02-06-074 at 6-7. We see no reason to depart from that well-established approach here, and so will grant the joint applicants' request that the financial statements of NextG Parent and the Merger Agreement between NextG Parent and Nodes be filed under seal and kept confidential.

⁷ A redacted version of the Merger Agreement and Plan was filed under seal as Exhibit E to the application on May 29, 2009. On June 19, 2009, the assigned Administrative Law Judge (ALJ) issued a ruling directing the joint applicants to file the full, unredacted version of the Merger Agreement and Plan within five days. The joint applicants filed the full, unredacted version of the Merger Agreement and Plan under seal on June 22, 2009.