Source: FCC 214 Application

Cypress Communications Operating Company, LLC (Cypress), TechInvest Holding Company, Inc. (THC), and The Broadvox Holding Company, LLC (Broadvox) (collectively, Applicants) filed an application pursuant to section 63.03 of the Commission’s rules to transfer control of Cypress to Broadvox. 

Cypress, a Delaware limited liability company, is authorized to provide competitive local exchange carrier (LEC) and long distance telecommunications services in 31 states and the District of Columbia.  It serves customers located primarily in office buildings in major metropolitan areas.  Cypress is a wholly owned subsidiary of Cypress Communications, Inc. (CCI) that is, in turn, a wholly owned subsidiary of Cypress Communications Holding Company (Cypress Holding).  Cypress Holding is wholly owned by THC.  All are Delaware entities.  THC is controlled by affiliates of Arcapita Bank B.S.C. (c) (Arcapita), a joint stock company organized under the laws of the Kingdom of Bahrain, and that currently holds, indirectly, a majority of Cypress’s stock. 

Broadvox, a Delaware limited liability company, is a holding company that operates through its subsidiaries, BroadvoxGO! LLC, Broadvox, LLC, Brivia Acquisition, LLC, and Origination Technologies, LLC.  Applicants state that the Broadvox subsidiaries provide VoIP services throughout the U.S. to carriers, Internet Service Providers, and application service providers.  Another subsidiary, Broadvox CLEC, LLC, is authorized or has applied for authorizations to provide competitive LEC service in 43 states.  Applicants state that no Broadvox entity currently provides domestic telecommunications services.  Broadvox is owned and managed by its sole member, Broadvox, Inc., an Ohio holding company.  Three individuals, all U.S. citizens, hold a 10 percent or greater interest in Broadvox, Inc.:  Andre Temnorod (43.66 percent), Eugene Blumin (21.83 percent), and Alex Bederman (21.83 percent).  Applicants state that no other entity or individual holds a ten percent or greater ownership interest in Broadvox, Inc.

Pursuant to the terms of the proposed transaction, CCI Acquisition Corp. (a newly formed wholly-owned subsidiary of Broadvox), will merge with and into THC.  THC will be the surviving corporation and will continue in existence as a wholly-owned subsidiary of Broadvox.  As a result, Cypress will become a wholly-owned indirect subsidiary of Broadvox.  Immediately before closing the transaction, Arcapita will reorganize the corporate structure of Cypress on a pro forma basis.  Applicants state that, once the proposed transaction closes, Arcapita will have no equity interests in either Cypress or Broadvox and no form of control or management oversight. Applicants assert that the proposed transaction is entitled to presumptive streamlined treatment under section 63.03(b)(2)(i) of the Commission’s rules and that a grant of the application will serve the public interest, convenience, and necessity.