GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES Public Services Commission IN RE: Docket Nos. 653 Order No. 72/2016 Consolidated Application for Transfer of Control of Virgin Islands Telephone Corp. d/b/a Innovative Telephone Innovative Cable TV St. Thomas-St. John, and St. Croix Cable TV, Inc. d/b/a Innovative Cable TV St. Croix ) ) ) ) Caribbean Communications Corp. d/b/a ) ) ) ) ) ) Consolidated ) ) WHEREAS, on November 4, 2015, National Rural Utilities Cooperative Finance Corporation (hereinafter “CFC”) and ATN, International, Inc., f/k/a Atlantic Tele-Network, Inc. (“ATN”) (the Applicants) submitted a Consolidated Application for the consent of the Public Services Commission (“PSC”) to transfer control of the Virginia Islands Telephone Corporation doing business as Innovative Telephone (“Vitelco”), Caribbean Communications Corporation, doing business as Innovative Cable TV St. Thomas-St. John (“Innovative Cable STT-STJ), and St. Croix Cable TV, Inc., doing business as Innovative Cable TV St. Croix (nnovative Cable STX”, and with Innovative Cable STT-STJ the “Cable Companies”) from CFC to ATN and WHEREAS, on September 30, 2015 Caribbean Asset Holdings, LLC (“CAH”), which is CFC’s holding company for its Caribbean telecommunications and cable television businesses, ATN and ATN”s wholly-owned subsidiary, ATN VI Holdings, LLC (“ATN-VT’), executed a purchase agreement whereby ATN agreed to acquire indirect control of Vitelco and the Cable Companies and affiliated cable companies in the British Virgin Islands and St. Maarten, and WHEREAS, the ATN-VI Holdings, LLC, Caribbean Assets Holdings, LLC, Virgin Islands Telephone Corporation (VITELCO), and the USVI Cable Companies entered into an agreement with the Public Services Commission for the transfer of control of VITELCO and the USVI Cable Companies (the "TOCA"), and