Description of the Applicants
and the Proposed Transaction
Mobilepro and AFN seek Commission authorization pursuant to § 854 to transfer control of AFN to Mobilepro. Mobilepro has entered into an agreement with AFN through which AFN will merge into AFN Acquisition Corp. (AFNAC), a newly created, wholly-owned subsidiary of Mobilepro. AFNAC will simultaneously change its name to American Fiber Network, Inc., which would be the surviving corporation. As a result of this transaction, AFN will become a wholly-owned subsidiary of Mobilepro.
Mobilepro is a Delaware corporation with offices located in Bethesda, Maryland. Mobilepro is a widely-held publicly traded corporation that offers telecommunications services through 3 wholly-owned subsidiaries: CloseCall America Inc. (CloseCall), Affinity Telecom, Inc. (Affinity), and Davel Communications, Inc. (Davel). According to the application, CloseCall provides resold local and interexchange telecommunications services in approximately 9 states, Affinity provides local and interexchange telecommunications services in Michigan and Ohio, and Davel provides payphone services in 45 states.2 Mobilepro does not offer any telecommunications services itself.
AFN is a Delaware corporation with offices located in Kansas. AFN is wholly-owned by Douglas Bethell. According to the application, AFN currently provides resold and facilities-based local exchange service, resold and facilities-based long distance operator services, voicemail and other standard voice features, and DSL services. The application states that AFN is authorized to provide competitive local exchange services and interexchange services in a number of states, including California3 and also interexchange services only in Arizona, New Jersey and Wyoming. AFN has applications for authorization to provide competitive local exchange services pending in Kentucky and Tennessee. A review of our records shows that this Commission granted AFN a CPCN authorizing the provision of resold local exchange and interexchange services in California in Decision (D.) 00-06-026.
The application states that this transaction will benefit California consumers, because AFN will have access to the highly qualified and experienced management and financial resources that will be provided by Mobilepro. Applicants also contend that the operations of Mobilepro and AFN are complementary, because Mobilepro, through its subsidiaries, offers local and intrastate long distance services and has extensive experience in payphone and internet services, while AFN has a substantially wider coverage area for local and long distance services and extensive experience in serving residential and commercial customers. Applicants state that this transaction will not change the terms, conditions, and rates under which California customers receive service from AFN. The existing management of AFN would continue to oversee the daily operations of AFN.
2 The application states that Mobilepro's subsidiaries, CloseCall, Affinity, and Davel are authorized to provide telecommunications services as follows:
CloseCall is authorized to provide competitive local exchange services in Delaware, Florida, Illinois, Indiana, Maryland, Michigan, Ohio, Pennsylvania, and Wisconsin, and interexchange services in Florida, Illinois, Indiana, Maryland, Michigan, Ohio, Pennsylvania, and Wisconsin.
Affinity is authorized to provide competitive local exchange and interexchange services in Michigan and Ohio.
3 The application states that AFN provides competitive local exchange and interexchange services in the following states, in addition to California: Alabama, Colorado, Connecticut, the District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Louisiana, Maryland, Massachusetts, Michigan, Minnesota, Missouri, Montana, Nevada, New Mexico, New York, North Carolina, Ohio, Oklahoma, Oregon, Pennsylvania, South Carolina, Texas, Utah, Washington, and Wisconsin.
