20230802MNL to Staff 1-12.pdf

RESPONSES TO FIRST PRODUCTION REQUEST OF THE COMMISSION STAFF PAGE 1 OF 2
Elizabeth A. Koeckeritz, ISB No. 7670
GIVENS PURSLEY LLP
601 West Bannock Street
P.O. Box 2720
Boise, Idaho 83701-2720
Office: [phone]
Fax: [phone]
[e-mail]

Attorneys for Millennium Networks, LLC.

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION
IN THE MATTER OF MILLENNIUM
NETWORKS, LLC’S NOTICE OF THE
ACQUISITION OF CERTAIN ASSETS OF
CTC TELECOM, INC.

Case No. MNL-T-23-01

MILLENNIUM NETWORKS, LLC’S
RESPONSES TO FIRST PRODUCTION
REQUEST OF THE COMMISSION STAFF

Millennium Networks, LLC (“Millennium” or “Company”) in response to the First
Production Request of the Commission Staff to Millennium Networks LLC. dated July 13, 2023,
submits the following responses. Each response is provided by Michelle Motzkus, Legal &
Regulatory Administrator, Silver Star Communications, 307-833-6690.

DATED August 2, 2023.
GIVENS PURSLEY LLP
By
Elizabeth A. Koeckeritz
Attorneys for Millennium Networks, LLC
RECEIVED
Wednesday, August 2, 2023 3:31:12 PM
IDAHO PUBLIC
UTILITIES COMMISSION
RESPONSES TO FIRST PRODUCTION REQUEST OF THE COMMISSION STAFF PAGE 2 OF 2
CERTIFICATE OF SERVICE
I hereby certify that on August 2, 2023, I caused to be served a true and correct copy of
the foregoing document to the person(s) listed below by the method indicated:
Jan Noriyuki, Commission Secretary
Idaho Public Utilities Commission
11331 W. Chinden Blvd., Bldg. 8, Suite 201-A
Boise, ID 83714

U.S. Mail, postage prepaid
Express Mail
Hand Delivery
Facsimile
Email [e-mail]

_________________________________________
Elizabeth A. Koeckeritz

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 1:
Please provide a copy of the Asset Purchase Agreement dated effective April 19, 2023,
that you entered into.
RESPONSE NO. 1:
Millennium Networks, LLC (“Millennium”) is a competitive local exchange carrier
(“CLEC”), operating in Idaho under its Certificate of Public Convenience and Necessity No. 494
issued by the Commission on May 21, 2010. Pursuant to I.C. § 62-622, CLEC services are not
price regulated by the Commission. Rather, the Commission’s authority regarding a CLEC is
limited to non-economic requirements. Respectfully, therefore, the Commission staff lacks the
requisite authority to request a copy of or to review the Asset Purchase Agreement and the
Company will not provide it at this time. For the purpose of good faith collaboration with the
Commission, however, the acquisition included all of CTC Telecom, Inc.’s (“CTC”) assets, not
limited to: system assets, system leases, easements and other agreements, business contracts,
facility leases, customer contracts, and CTC’s interest in its equipment, vehicles, books and
records, manufacturer or vendor licenses, agreements, and warranties, acquired intellectual
property, and permits.
MNL-T-23-01
IPUC Staff PR 1
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 2:
Please provide a detailed explanation and evidence for the following (ref. Idaho Code
§ 61-238 (3)):
a. That the transaction is consistent with the public interest;
b. That the cost and rates for supplying service will not be increased by reason of
such transaction; and
c. That the applicant for such acquisition or transfer has the bona-fide intent and
financial ability to operate and maintain said property in the public service.
RESPONSE NO. 2:
As a CLEC, Millennium is not required to comply with most provisions of Title 61 of the
Idaho Code. The above-cited code section is specifically limited to electric utilities. Millennium
respectfully declines to provide the requested information.
MNL-T-23-01
IPUC Staff PR 2
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 3:
Please provide legible maps showing the location(s) of all facilities to be transferred in
the Ada County location.
RESPONSE NO. 3:
Millennium is an existing, operating CLEC and is not requesting an amendment to its
CPCN; even if it were, the scope of this request falls outside Commission staff authority.
However, in an effort to reasonably respond to Staff’s request, Millennium provides herewith a
map of the service area where it is providing service (confidentially submitted pursuant to I.C.
secs. 74-107(1) and 48-801). Further, Millennium references the exchange map of Lumen
(formerly CenturyLink) on file with the Commission, the incumbent provider. See IDAPA
31.01.01.112.03 and 31.01.01.114.02.c.

MNL-T-23-01
IPUC Staff PR 3
Page 1 of 1
MILLENNIUM NETWORKS,LLC
CASE NO.MNL-T-23-01
RESPONSE TO PRODUCTION REQUEST NO.3
CONFIDENTIAL ATTACHMENT PROVIDED UNDER
SEPARATE COVER

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 4:
Please provide a scaled drawing of the area containing the assets to be transferred per the
Company’s Notice. Include in the drawing: all property lines, roadways, structures, and
significant telecommunication equipment being sold/purchased. Please title by name or
identification tag those assets which are being sold/purchased.
RESPONSE NO. 4:
As a registered CLEC, this request exceeds the Commission’s statutory authority.
Millennium respectfully declines to provide the information requested; however, for the purposes
of good faith collaboration with the Commission, Millennium has provided a summary list of the
assets at Response No. 1 and a map of the service area at Response No. 3.
MNL-T-23-01
IPUC Staff PR 4
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 5:
Please list all assets being sold/purchased by identification tab, year in service, installed
valuation, and current book value.
RESPONSE NO. 5:
Because Millennium is a CLEC, the Commission has no statutory authority to regulate
Millennium’s economic condition, which would include this type of information. Further,
IDAPA Rule 114, which includes the initial certification requirements for new CLECs in Idaho,
does not require this level of detail. As such, requesting a comprehensive list of acquired assets
falls outside the scope of the Commission’s authority. Millennium respectfully declines to
provide the information requested. For the purposes of good faith collaboration with the
Commission, Millennium has provided a summary list of the acquired assets at Response No. 1.

MNL-T-23-01
IPUC Staff PR 5
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 6:
Please provide the work papers, with all formulas intact, used to determine the sale price
for the assets. Please provide the book value and depreciation of assets with these work papers.
RESPONSE NO. 6:
Pursuant to I.C. § 62-622, CLEC services are not price regulated by the Commission.
Rather, the Commission’s authority regarding a CLEC is limited to non-economic requirements.
Respectfully, therefore, this request is outside the scope of Commission Staff’s statutory
authority to request this information, and the Company will not provide it at this time. For the
purpose of good faith collaboration with the Commission, however, Millennium states that
standard merger and acquisition methodology was used to determine the value of the assets and
the companies engaged in a lengthy due diligence period in order that Millennium was satisfied
of the assets value and its capability to acquire and operate the assets.
MNL-T-23-01
IPUC Staff PR 6
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 7:
Please provide a copy of the Bill of Sale.
RESPONSE NO. 7:
Millennium maintains that this request exceeds the scope of the Commission’s authority.
However, for the purposes of good faith collaboration with the Commission, please see the
attached Bill of Sale (confidentially submitted pursuant to I.C. secs. 74-107(1) and 48-801).
MNL-T-23-01
IPUC Staff PR 7
Page 1 of 1
MILLENNIUM NETWORKS,LLC
CASE NO.MNL-T-23-01
RESPONSE TO PRODUCTION REQUEST NO.7
CONFIDENTIAL ATTACHMENT PROVIDED UNDER
SEPARATE COVER

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 8:
Please explain how customers are being or were notified of the proposed transfer.
RESPONSE NO. 8:
On May 22, 2023, Millennium (dba Silver Star Communications (“Silver Star”)) and
CTC Telecom, Inc. jointly provided a letter to affected customers providing notice of the
acquisition; a copy of the Acquisition Letter to Customers is attached. This letter is mailed by
USPS to all acquired customers; a follow-up email was sent on May 26, 2023. On May 24, a
press releases was issued to local media outlets and since the companies have engaged in joint
and singular efforts to educate and engage customers about the service provider transition.
Millennium has received no negative feedback and looks forward to serving Ada County
consumers long into the future.
In addition, under Modified Procedure Rules 201-204 of the Idaho Public Utilities
Commission’s Rules of Procedure, IDAPA 31.01.01.201-204, persons desiring to state a position
on the acquisition had the opportunity to provide comments to the Commission until July 27,
2023 and no public comments were filed.
MNL-T-23-01
IPUC Staff PR 8
Page 1 of 1

1000 S Industry Way ● Meridian, ID 83642 ● [phone] ● www.ctcweb.net

Dear Valued CTC Customers,

We are thrilled to announce that Silver Star has acquired the Treasure Valley assets of
CTC Telecom, effective May 19th, 2023. We are excited about this new chapter in our
company's history, and this acquisition will immensely benefit our customers and the
Treasure Valley Community.

Silver Star is a leading provider of telecommunications services in Eastern Idaho and
Western Wyoming. Mirroring the values of CTC, Silver Star focuses on local service and
support, going above and beyond for customers, and actively strengthening the
communities it serves.

Silver Star's acquisition of CTC will allow us to enhance our offerings and provide our
customers with even better, more reliable internet services and a larger support team to
assist customers more quickly and more efficiently.

For now, we will continue to operate under the CTC identity, but we will fully transition
to the Silver Star brand by the end of 2023.

Please rest assured that your current CTC services will not be disrupted due to this
acquisition. But for the safety and security of our customers, we cannot transfer credit
cards or banking information to Silver Star. Customers will need to update their payment
method upon receiving their first Silver Star bill on August 1st. For more information visit
www.ctcweb.net/silverstar.

At CTC, we have always been committed to providing our customers with exceptional
service and support. We will prioritize your satisfaction as we move forward with this
change. We will work closely with Silver Star to ensure that our customers experience a
smooth transition, and we will keep you informed every step of the way.

We understand that you may have questions or concerns about this acquisition, and we
encourage you to contact us at 208-229-1000. Our customer service team is available to
answer your questions and provide any assistance.

Thank you for your continued loyalty, and we look forward to continuing to serve you as
we move forward with this exciting new partnership.

Sincerely,

CTC & Silver Star

FOR IMMEDIATE RELEASE

Silver Star Acquires CTC Telecom's Treasure Valley Assets, Expanding Digital
Horizons Across Idaho

Boise, ID, May 25th, 2023 - Silver Star, a leading provider of telecommunications
services in Eastern Idaho and Western Wyoming, has announced the acquisition of
CTC Telecom's Treasure Valley assets, effective May 19th, 2023. This strategic
move marks a significant milestone in Silver Star's growth and commitment to
delivering enhanced internet services to their customers.

"I am delighted to announce the successful acquisition of CTC Telecom," said Silver
Star's President Barbara Sessions. "This strategic move reflects our commitment to
growth, innovation, and delivering enhanced broadband services to our customers.
With our newly expanded team, we fully commit to providing robust and reliable
internet services to residents of the Treasure Valley. Under the Silver Star brand, we
will shape a brighter digital landscape for Idaho."

Silver Star's acquisition of CTC Telecom's assets paves the way for a larger fiber
footprint in the valley. Like CTC, Silver Star is deeply dedicated to providing
exceptional local service and support while actively contributing to the
development and prosperity of its areas.

"Collaborating with Silver Star has been an exciting journey as we share a mutual
commitment to Idaho's prosperity and technological advancement," said James
Wescott, CEO of Cambridge Telephone Company. "It has been an honor to play a
part in the rapid growth of CTC Telecom over the past few years, and I am excited
for the continued evolution and impact that lies ahead for Silver Star and our
community."

Silver Star will continue operating under the CTC brand during the transition phase.
However, Silver Star announced that by the end of 2023, the Silver Star brand will be
fully adopted in the Treasure Valley market, delivering a cohesive and unified
experience for all customers.

About Silver Star:
Silver Star Communications is a family-owned telecommunications company
serving eastern Idaho and western Wyoming since 1912. They offer residential and
business fiber internet services, and their goal is to promote economic and
educational growth in the communities they serve. Silver Star is committed to
delivering exceptional customer service and investing in state-of-the-art
communication solutions by continually innovating and connecting customers to
the worldwide network.

About CTC:
The history of CTC stretches back to 1905 when Cambridge Telephone Company
was established to bring phone service to Adams and Washington counties in
Idaho. Since then, telecommunications and CTC have advanced tremendously. But
through the years, one thing has stayed the same: their dedication to friendly,
personal customer service provided by an Idaho company and staffed by Idaho
residents who always answer your call. They are committed to technological
advancement in rural Idaho communities and offer fiber optic high-speed Internet
reaching up to 1 GB.

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 9:
Are additional transfers planned in the general vicinity of this proposed transaction? If so,
please provide an explanation of potential transfers, location, and when they may occur.
RESPONSE NO. 9:
As a CLEC, Millennium believes that the information requested is outside the scope of
the Commission’s authority. Despite Millennium’s general objection to Staff’s request, no
additional transfers are contemplated at this time.
MNL-T-23-01
IPUC Staff PR 9
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 10:
Please describe how the disposition of the assets will be recorded for accounting
purposes. Please include applicable procedures and spreadsheets with formulas intact and
enabled.
RESPONSE NO. 10:
As the acquiring party to the transaction, Millennium is not privy to information about
how CTC will record the assets disposition. Further, the request by Commission Staff for a
description of the assets disposition is outside the scope of Commission Staff’s authority with
respect to CLECs; therefore, Millennium objects to the request and respectfully declines to
provide the information requested.
MNL-T-23-01
IPUC Staff PR 10
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 11:
Please describe how the proceeds from this sale of assets will be recorded for accounting
purposes. Please include applicable procedures and spreadsheets with formulas enabled.
RESPONSE NO. 11:
As the acquiring party to the transaction, Millennium is not privy to information about
how CTC will record the proceeds from the assets sale. Further, this request is outside the scope
of Commission Staff’s authority to request of a CLEC operating under Title 62, Idaho Code;
therefore, Millennium objects to the request and respectfully declines to provide the information
requested.
MNL-T-23-01
IPUC Staff PR 11
Page 1 of 1

MILLENNIUM NETWORKS, LLC
CASE MNL-T-23-01
MILLENNIUM NETWORKS, LLC’S RESPONSE TO FIRST PRODUCTION REQUEST
OF THE COMMISSION STAFF
Preparer/Sponsoring Witness: Michelle Motzkus

REQUEST NO. 12:
Please provide an accounting treatment and journal entries for the following. Please
include spreadsheets with formulas intact and enabled.
a. The gain or loss on the sale of these assets;
b. the removal of these assets from the Company’s books;
c. Any other journal entries necessary to complete the transaction.
RESPONSE NO. 12:
As the acquiring party to the transaction, Millennium is not privy to information about
how CTC will account for the data in a-c above. Further, the request by Commission Staff for a
description of the accounting treatment and for the journal entries is outside the scope of
Commission Staff’s authority with respect to CLECs; therefore, Millennium objects to the
request and respectfully declines to provide the information requested.

MNL-T-23-01
IPUC Staff PR 12
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