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VIA EMAIL :   hintven@mccarthy.ca

Ottawa, 3 August 2009

Hank Intven

McCarthy Tétrault LLP

Toronto Dominion Bank Tower

Toronto , Ontario

Canada M5K 1E6

Dear Mr. Intven:

Re:  Proceeding to consider the compliance of Globalive with the ownershp and control regime, Telecom Notice of Consultation CRTC 2009-429 - Assessment of confidentiality claim

This letter deals with the confidentiality claim filed by Globalive Wireless Management Corporation (Globalive) dated 27 July 2009.

In evaluating confidentiality claims filed pursuant to subsection 39(1) of the Telecommunications Act (the Act), an assessment is made as to whether there is any specific direct harm likely to result from the disclosure of the information in question. In making this evaluation, a number of factors are taken into consideration, including the degree of competition that exists in a particular market or that is expected to occur. All things being equal, the greater the degree of actual or expected competition, the greater the specific direct harm that could be expected to result from disclosure. Another factor is the expected usefulness of the information at issue to parties in furthering their competitive position. In this regard, an important consideration is the degree to which the information at issue is disaggregated. Generally speaking, the more aggregated the information, the less likelihood that specific direct harm will flow from its disclosure.

Even where specific direct harm may result, this harm must be balanced against, and outweigh the public interest in disclosure, in order to qualify for confidentiality. In certain circumstances, specific direct harm from disclosure may still be outweighed by the public interest in disclosure.

Having regard to the above, Commission staff has determined, based on the material before it, that no specific direct harm would likely result from disclosure, or that the public interest in disclosure outweighs any specific harm that might result from disclosure, of the information specified in the Attachment to this letter.

Globalive is to file the following for the public record, serving a copy on all parties to Telecom Notice of Consultation CRTC 2009-303, by 8:00 a.m. on Thursday, 6 August 2009 :

a) all of the information that it has provided to the Commission to date that was not the subject of Globalive's claim for confidentiality; and

b) all of the information specified in the Attachment.

Documents to be filed and served in accordance with the above must be received, not merely sent by the date and time specified.

At the same time, Globalive is to file an electronic version of all material which is to remain confidential for the Commission's record. Globalive must ensure that these documents are submitted in a separate electronic file and must incorporate "confidential" in the name of the file. It is incumbent upon Globalive to clearly identify the confidential documents by indicating "confidential" on each page.

In addition to filing with the Commission in the ordinary manner, please email Lyne Renaud at lyne.renaud@crtc.gc.ca and Leigh-Anna Gates at leigh-anna.gates@crtc.gc.ca

Should you need further information, please do not hesitate to contact me at (819) 997-9412 or by fax at (819) 994-0218.

Yours truly,

Original signed by /

Lyne Renaud

Director, Ownership & Acquisitions

PDR - CRTC

cc: Parties to Telecom Notice of Consultation CRTC 2009-303

Attachment

Information over which confidentiality was claimed that is to be disclosed

(NC 2009-429)

 

*Numbers below refer to paragraph numbers in Globalive’s 27 July 2009 claim for confidentiality.

 

I. General Documents

 

Index

 

12. Monetary figures in Section C.

 

II. Agreements

 

Amended and Restated Investment Agreement (B-1)

 

19. Sections 3.8 through 3.14 at pages 16 to 20 of document B-1, except for the monetary figures identified at paragraph 18 of Globalive’s confidentiality claim.

 

21. Percentage figures set out in Exhibit A of document B-1.

 

22. Exhibit B to document B-1, abridged to the same extent as document C-2 (see paragraph 50 of Globalive’s confidentiality claim).

 

23. Exhibit C to document B-1, abridged to the same extent as document B-5 (see paragraphs 41-43 of Globalive’s confidentiality claim).

 

25. Exhibit H to document B-1, abridged to the same extent as document B-3 (see paragraphs 34-36 of Globalive’s confidentiality claim).

 

26. Exhibit I to document B-1, abridged to the same extent as document B-2 (see paragraphs 28-31 and 22 of Globalive’s confidentiality claim).

 

Amended and Restated Globalive Investment Holdings Corp. (“GIHC”) Shareholders Agreement (B-2)

 

32. The period of time set out at section 10.1 on page 23 of document B-2.

 

Amended and Restated Globalive Canada Holdings Corp. (“GCHC”) Shareholders Agreement (B-3)

 

37. The period of time set out at section 10.1 on page 24 of document B-3.

 

AAL Telecom Holdings Inc. Consulting Agreement (B-6)

 

46. City and province of the Contractor at section 6.08.

 

III. Loan Agreements

 

Notarial Document and Letter Agreement Amending Loan Agreements (C-1)

 

48. All monetary figures.

 

Notarial Document and Spectrum Loan Agreement (C-2)

 

49. All monetary figures and interest rates in the covering notarial document and document C-2’s header, preamble and sections 1.1, 1.3, 1.4 and 2.4.

 

Promissory Note (First Advance) (C-3)

 

51. All monetary figures and interest-rate percentages on the first page.

 

Promissory Note (Second Advance) (C-4)

 

53. All monetary figures and interest-rate percentages on the first page.

 

Assignment Agreement (C-6)

 

56. The monetary figures at section 2(b) and at Schedule A of document C-6.

 

Notarial Document and Operating Loan Agreement (C-7)

 

57. The monetary figures in the covering notarial document, document subject line, preamble, and section 1.1 and 1.3 and the interest rates in section 1.4 and 2.4 of document C-7.

 

Notarial Document and Grid Promissory Note (C-8)

 

59. All monetary figures and interest-rate percentages, both in the covering notarial document and on the first page of the promissory note.

 

Loan Agreement (C-9)

 

61. The monetary figures in the document subject line, preamble, and sections 1.1 and 1.3 of document C-9, and the interest rates set out at sections 1.4 and 2.4 of document C-9.

 

Promissory Note (First Advance) (C-10)

 

63. All monetary figures and interest-rate percentages on the first page.

 

Promissory Note (Second Advance) (C-11)

 

65. All monetary figures and interest-rate percentages on the first page.

 

IV. Globalive Wireless Management Corp. (“GWMC”) Corporate Documents

 

Register of Directors and Consents to Act as Directors (D-3)

 

69. City and province of all residential addresses set out on the register and individual consents.

 

Register of Officers (D-4)

 

70. City and province of all residential addresses.

 

Affidavits of Independent Canadian Directors (D-7)

 

73. City and province of residential addresses in affidavits (disclosure of exhibits is not required).

 

V. Globalive Canada Holdings Corp. (“GCHC”) Corporate Documents

 

Register of Directors and Consents to Act as Directors (E-3)

 

76. City and province of all residential addresses set out on the register and individual consents.

 

Register of Officers (E-4)

 

77. City and province of all residential addresses.

 

Register of Shareholders (E-5)

 

78. City and province of all residential addresses.

 

Affidavits of Independent Canadian Directors (E-7)

 

80. City and province of residential addresses in affidavits (disclosure of exhibits is not required).

 

VI. Globalive Investment Holdings Corp. (“GIHC”) Corporate Documents

 

Register of Directors and Consents to Act as Directors (F-3)

 

83. City and province of all residential addresses set out on the register and individual consents.

 

Register of Officers (F-4)

 

84. City and province of all residential addresses.

 

Register of Shareholders (F-5)

 

85. City and province of all residential addresses.

 

Affidavits of Independent Canadian Directors (F-7)

 

87. City and province of residential addresses in affidavits (disclosure of exhibits is not required).

 

VII. AAL Holdings Corp. Corporate Documents

 

Register of Directors (G-3)

 

90. City and province of all residential addresses.

 

Register of Officers (G-4)

 

91. City and province of all residential addressees.

 

VIII. AAL Telecom Holdings Inc. Corporate Documents

 

Register of Directors (H-4)

 

97. City and province of all residential addressees.

 

Register of Officers (H-5)

 

98. City and province of all residential addressees.

 

Register of Shareholders (H-6)

 

99. City and province of all residential addressees.

 

IX. Related Documents

 

Affidavit of Ken Campbell (I-2)

 

102. City and province of residential address in affidavit (disclosure of exhibits is not required).

 

Limited Recourse Guarantee and Share Pledge (AAL Holdings) (I-9)

 

110. Document I-9.

 

Limited Recourse Guarantee and Share Pledge (Mojo Investments Corp.) (I-10)

 

111. Document I-10.

 

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