Proposed Transaction

Under this transaction, Gores will acquire all of the stock of Global from Schlumberger. As a result of these transactions, Global will become a direct subsidiary of Gores. Gores will pay Schlumberger approximately $25 million for Global's stock.3

Global will continue to hold its CPCN to provide telecommunications services in California.

Gores and Global represent that this change in ownership will benefit Global and its customers, because it will strengthen Global's financial position.

The applicants further represent that the transaction will be transparent to customers. There will be no change in the name or management of Global because the transaction will be completed at the parent company level only. Customers will continue to receive service from Global under the same rates, terms, and conditions after the transaction is approved.

3 Under the agreement between Gores and Schlumberger, the exact purchase price is subject to adjustment based on certain factors including Global's success in collecting certain accounts receivable and renewing contracts with certain customers.

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