Southfield Coinvest Holdings, LLC; Southfield Hallcon Investment Corp. and Hallcon Crew Transport Inc., et al.-Acquisition of Control-Renzenberger, Inc., 19069-19070 [2013-07309]

Download as PDF Federal Register / Vol. 78, No. 60 / Thursday, March 28, 2013 / Notices received into any of our dockets by the name of the individual submitting the comment (or signing the comment, if submitted on behalf of an association, business, labor union, etc.). You may review DOT’s complete Privacy Act Statement in the Federal Register published on April 11, 2000 (Volume 65, Number 70; Pages 19477–78). By Order of the Maritime Administrator. Dated: March 18, 2013. Julie P. Agarwal, Secretary, Maritime Administration. [FR Doc. 2013–07231 Filed 3–27–13; 8:45 am] BILLING CODE 4910–81–P DEPARTMENT OF TRANSPORTATION Surface Transportation Board [Docket No. MCF 21052] Southfield Coinvest Holdings, LLC; Southfield Hallcon Investment Corp. and Hallcon Crew Transport Inc., et al.—Acquisition of Control— Renzenberger, Inc. AGENCY: Surface Transportation Board, DOT. Notice Tentatively Approving and Authorizing Transaction. mstockstill on DSK4VPTVN1PROD with NOTICES ACTION: SUMMARY: Southfield Coinvest Holdings, LLC (Southfield), Southfield Hallcon Investment Corp. (SHIC), Hallcon Holding Corp. (HHC), Hallcon Corp. (HC), Hallcon Crew Transport Inc. (Hallcon Canada), and Hallcon Crew Transport Inc. (Hallcon U.S.) (collectively, Applicants) have filed an application under 49 U.S.C. 14303 for their acquisition of control of Renzenberger, Inc. (Renzenberger). The Board is tentatively approving and authorizing the transaction, and, if no opposing comments are timely filed, this notice will be the final Board action. Persons wishing to oppose the application must follow the rules under 49 CFR 1182.5 and 1182.8. DATES: Comments must be filed by May 13, 2013. Applicants may file a reply by May 28, 2013. If no comments are filed by May 13, 2013, this notice shall be effective on May 14, 2013. ADDRESSES: Send an original and 10 copies of any comments referring to Docket No. MCF 21052 to: Surface Transportation Board, 395 E Street SW., Washington, DC 20423–0001. In addition, send one copy of comments to Applicants’ representative: David H. Coburn, Steptoe & Johnson LLP, 1330 Connecticut Ave. NW., Washington, DC 20036. FOR FURTHER INFORMATION CONTACT: Amy C. Ziehm, (202) 245–0391. Federal VerDate Mar<15>2010 20:20 Mar 27, 2013 Jkt 229001 Information Relay Service (FIRS) for the hearing impaired: 1–800–877–8339. SUPPLEMENTARY INFORMATION: Southfield is a noncarrier private investment firm incorporated under Delaware law and headquartered in Greenwich, Conn. Southfield owns several entities that are not carriers in the United States, as well as Hallcon U.S., a federally authorized motor carrier that it owns indirectly. Southfield is the majority shareholder of SHIC, which is incorporated under Canadian law and headquartered at the same location as Southfield. SHIC is the majority shareholder of HHC stock, which is a noncarrier holding company incorporated under Canadian law. HHC directly owns 100% of HC. HC is incorporated under Canadian law and headquartered in Toronto, Ont., Can. HC is a noncarrier that provides facility and transit cleaning services to the Canadian railway and transit industries. HC directly owns 100% of Hallcon Canada, which is incorporated under Canadian law and headquartered in Toronto, Ont., Can. Hallcon Canada is a motor carrier of passengers providing crew transport services to the Canadian railway and transit industries. Hallcon Canada operates only in Canada. Hallcon U.S. is wholly and directly owned by Hallcon Canada. Hallcon U.S. is incorporated under the laws of Delaware and headquartered in Toronto, Ont., Can. Hallcon U.S. is a federally registered motor carrier of passengers in the United States, providing crew transport services to freight railroads across the United States pursuant to contracts with the railroads. Hallcon U.S. provides this transportation on both an interstate and intrastate basis, operating over 50 vehicles and employing over 150 drivers in the United States.1 Hallcon U.S. holds interstate authority issued by the Federal Motor Carrier Safety Administration (FMCSA) in Docket No. MC–474586, and operates under U.S. Department of Transportation (USDOT) Number 1188236. Renzenberger is a Kansas corporation and is a subsidiary of Peterson Manufacturing Company (Peterson), which is headquartered in Missouri. Peterson is a noncarrier corporation engaged in the manufacture of vehicle safety lighting, mirrors, reflectors, antennas, and related products. Renzenberger is a federally authorized motor carrier of passengers that provides rail crew transportation services in over 20 states within the 1 Hallcon U.S. holds intrastate authority issued by the following states: Pennsylvania, Iowa, Missouri, Indiana, Arkansas, Louisiana, Alabama, and Kentucky. PO 00000 Frm 00116 Fmt 4703 Sfmt 4703 19069 United States.2 These transportation services are provided primarily under contracts with railroads. Renzenberger operates over 1,200 vehicles and employs over 2,500 drivers. Renzenberger holds interstate operating authority issued by the FMCSA in Docket No. MC–170517, and operates under USDOT Number 210768. Under the proposed transaction, Hallcon U.S. would create a subsidiary corporation, Hallcon Acquisition Subsidiary, for purposes of purchasing the stock of Renzenberger. After Hallcon Acquisition Subsidiary purchases the stock of Renzenberger, it would be merged into Renzenberger. Renzenberger would be the surviving corporation and it would be directly and wholly owned by Hallcon U.S. and indirectly controlled by Hallcon U.S.’s ultimate controlling shareholder, Southfield. Following the transaction, Renzenberger would continue to operate as an independent company, conducting the same operations it currently conducts pursuant to the operating authority it currently possesses. The proposed transaction would result in a change of Renzenberger’s ownership, but would not change the nature or scope of Renzenberger’s operations or transfer any of its operating authorities. Under 49 U.S.C. 14303(b), the Board must approve and authorize a motor carrier of passengers transaction it finds consistent with the public interest, taking into consideration at least: (1) The effect of the transaction on the adequacy of transportation to the public; (2) the total fixed charges that result; and (3) the interest of affected carrier employees. Applicants have submitted information, as required by 49 CFR 1182.2, including the information to demonstrate that the proposed transaction is consistent with the public interest under 49 U.S.C. 14303(b), and a statement that the 12-month aggregate gross operating revenues of the carriers involved in the transaction have exceeded $2 million. Applicants state that the proposed transaction will have no significant impact on the adequacy of transportation services available to the public, because Applicants do not intend to change substantially the physical operations historically conducted by Renzenberger or Hallcon U.S. Rather, Applicants maintain that the transaction would improve efficiency and lower the costs of 2 Renzenberger holds intrastate authority issued by the following states: Arkansas, California, Colorado, Delaware, Indiana, Iowa, Kansas, Louisiana, Maryland, Michigan, Missouri, Nebraska, Nevada, New Mexico, Oklahoma, Texas, and Wyoming. E:\FR\FM\28MRN1.SGM 28MRN1 mstockstill on DSK4VPTVN1PROD with NOTICES 19070 Federal Register / Vol. 78, No. 60 / Thursday, March 28, 2013 / Notices Renzenberger’s operations. Specifically, to accommodate expected growth in customer demand, Applicants state that they anticipate leveraging each company’s senior and field level managers, thereby reducing the need to invest more in personnel in the near term. Applicants state that Hallcon U.S. would enter into vehicle sharing arrangements with Renzenberger to ensure maximum utilization and operational efficiency of equipment. According to the Applicants, the reduced costs associated with these efficiencies would put Renzenberger in a better position to invest in the equipment necessary to maintain the services it provides. Applicants further note that the acquisition would have no adverse impact on competition, because Hallcon U.S. and Renzenberger have historically focused their services on different customers. Applicants state that both entities will continue to face competition or potential competition from other rail crew and passenger carriers such as Professional Transportation, Inc. and Railcrew Xpress. With respect to fixed charges, Applicants state that while Hallcon U.S.’s overall debt and interest payments may increase as a result of its acquisition of Renzenberger’s stock, the transaction would not have an adverse impact on the ability of Renzenberger and Hallcon U.S. to meet their debt and interest obligations, while continuing to offer service to the public. Applicants also state that the proposed transaction would not have a significant adverse impact on carrier employees, as Hallcon U.S. and Renzenberger plan to continue to employ nearly all of their current employees after the proposed transaction is completed. On the basis of the application, the Board finds that the proposed acquisition of control is consistent with the public interest and should be tentatively approved and authorized. The Board notes that the motor carrier passenger sector is competitive and has low barriers to entry. If any opposing comments are timely filed, this finding will be vacated automatically, and, unless a final decision can be made on the record as developed, a procedural schedule will be adopted to reconsider the application. See 49 CFR 1182.6(c). If no opposing comments are filed by the expiration of the comment period, this notice will take effect automatically and will be the final Board action. The application and Board decisions and notices are available on our Web site at ‘‘WWW.STB.DOT.GOV.’’ This decision will not significantly affect either the quality of the human VerDate Mar<15>2010 20:20 Mar 27, 2013 Jkt 229001 environment or the conservation of energy resources. It is ordered: 1. The proposed transaction is approved and authorized, subject to the filing of opposing comments. 2. If opposing comments are timely filed, the findings made in this notice will be deemed vacated. 3. This notice will be effective May 14, 2013, unless opposing comments are timely filed by May 13, 2013. 4. A copy of this decision will be served on: (1) U.S. Department of Transportation, Federal Motor Carrier Safety Administration, 1200 New Jersey Avenue, SE., Washington, DC 20590; (2) the U.S. Department of Justice, Antitrust Division, 10th Street & Pennsylvania Avenue NW., Washington, DC 20530; and (3) the U.S. Department of Transportation, Office of the General Counsel, 1200 New Jersey Avenue SE., Washington, DC 20590. By the Board, Chairman Elliott, Vice Chairman Begeman, and Commissioner Mulvey. Decided: March 22, 2013. Jeffrey Herzig, Clearance Clerk. [FR Doc. 2013–07309 Filed 03–28–13; 8:45 am] BILLING CODE 4915–01–P DEPARTMENT OF THE TREASURY Submission for OMB Review; Comment Request March 25, 2013. The Department of the Treasury will submit the following information collection request to the Office of Management and Budget (OMB) for review and clearance in accordance with the Paperwork Reduction Act of 1995, Public Law 104–13, on or after the date of publication of this notice. DATES: Comments should be received on or before April 29, 2013 to be assured of consideration. ADDRESSES: Send comments regarding the burden estimate, or any other aspect of the information collection, including suggestion for reducing the burden, to (1) Office of Information and Regulatory Affairs, Office of Management and Budget, Attention: Desk Officer for Treasury, New Executive Office Building, Room 10235, Washington, DC 20503, or email at OIRA_Submission@OMB.EOP.GOV and (2) Treasury PRA Clearance Officer, 1750 Pennsylvania Ave. NW., Suite 8140, Washington, DC 20220, or email at PRA@treasury.gov. FOR FURTHER INFORMATION CONTACT: Copies of the submission(s) may be PO 00000 Frm 00117 Fmt 4703 Sfmt 4703 obtained by calling (202) 927–5331, email at PRA@treasury.gov, or the entire information collection request may be found at www.reginfo.gov. Alcohol and Tobacco Tax and Trade Bureau (TTB) OMB Number: 1513–0016. Type of Review: Extension without change of a currently approved collection. Title: Drawback on Wines Exported. Form: TTB F 5120.24. Abstract: Exporters of wines that were produced, packaged, manufactured, or bottled in the U.S. may file a claim for drawback of the taxes that have been paid or determined on the wine. This form enables TTB to protect the revenue and prevent fraudulent claims. Affected Public: Private Sector: Businesses or other for-profits. Estimated Total Burden Hours: 94. OMB Number: 1513–0031. Type of Review: Extension without change of a currently approved collection. Title: Specific and Continuing Transportation Bond—Distilled Spirits or Wines Withdrawn for Transportation to Manufacturing Bonded Warehouse— Class Six. Form: TTB F 5100.12, TTB F 5110.67. Abstract: TTB F 5100.12 and TTB F 5110.67 are specific bonds that protect the tax revenue on distilled spirits and wine while in transit from one type of bonded facility to another. They identify the shipment, the parties, the date, and the amount of bond coverage. Affected Public: Private Sector: Businesses or other for-profits. Estimated Total Burden Hours: 10. OMB Number: 1513–0123. Type of Review: Extension without change of a currently approved collection. Title: Application, Permit, and Report—Wine and Beer (Puerto Rico) and Application, Permit and Report— Distilled Spirits Products (Puerto Rico). Form: TTB F 5110.51, TTB F 5100.21. Abstract: TTB Form 5100.21 is a permit to compute the tax on, tax pay, and withdraw shipments of wine or beer from Puerto Rico to the United States, as substantively required by 27 CFR 26.93. TTB Form 5110.51 is a permit to compute the tax on, tax pay, and withdraw shipments of distilled spirits products from Puerto Rico to the United States, as substantively required by 27 CFR 26.78. Affected Public: Private Sector: Businesses or other for-profits. E:\FR\FM\28MRN1.SGM 28MRN1

Agencies

[Federal Register Volume 78, Number 60 (Thursday, March 28, 2013)]
[Notices]
[Pages 19069-19070]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-07309]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. MCF 21052]


Southfield Coinvest Holdings, LLC; Southfield Hallcon Investment 
Corp. and Hallcon Crew Transport Inc., et al.--Acquisition of Control--
Renzenberger, Inc.

AGENCY: Surface Transportation Board, DOT.

ACTION: Notice Tentatively Approving and Authorizing Transaction.

-----------------------------------------------------------------------

SUMMARY: Southfield Coinvest Holdings, LLC (Southfield), Southfield 
Hallcon Investment Corp. (SHIC), Hallcon Holding Corp. (HHC), Hallcon 
Corp. (HC), Hallcon Crew Transport Inc. (Hallcon Canada), and Hallcon 
Crew Transport Inc. (Hallcon U.S.) (collectively, Applicants) have 
filed an application under 49 U.S.C. 14303 for their acquisition of 
control of Renzenberger, Inc. (Renzenberger). The Board is tentatively 
approving and authorizing the transaction, and, if no opposing comments 
are timely filed, this notice will be the final Board action. Persons 
wishing to oppose the application must follow the rules under 49 CFR 
1182.5 and 1182.8.

DATES: Comments must be filed by May 13, 2013. Applicants may file a 
reply by May 28, 2013. If no comments are filed by May 13, 2013, this 
notice shall be effective on May 14, 2013.

ADDRESSES: Send an original and 10 copies of any comments referring to 
Docket No. MCF 21052 to: Surface Transportation Board, 395 E Street 
SW., Washington, DC 20423-0001. In addition, send one copy of comments 
to Applicants' representative: David H. Coburn, Steptoe & Johnson LLP, 
1330 Connecticut Ave. NW., Washington, DC 20036.

FOR FURTHER INFORMATION CONTACT: Amy C. Ziehm, (202) 245-0391. Federal 
Information Relay Service (FIRS) for the hearing impaired: 1-800-877-
8339.

SUPPLEMENTARY INFORMATION: Southfield is a noncarrier private 
investment firm incorporated under Delaware law and headquartered in 
Greenwich, Conn. Southfield owns several entities that are not carriers 
in the United States, as well as Hallcon U.S., a federally authorized 
motor carrier that it owns indirectly. Southfield is the majority 
shareholder of SHIC, which is incorporated under Canadian law and 
headquartered at the same location as Southfield. SHIC is the majority 
shareholder of HHC stock, which is a noncarrier holding company 
incorporated under Canadian law. HHC directly owns 100% of HC. HC is 
incorporated under Canadian law and headquartered in Toronto, Ont., 
Can. HC is a noncarrier that provides facility and transit cleaning 
services to the Canadian railway and transit industries. HC directly 
owns 100% of Hallcon Canada, which is incorporated under Canadian law 
and headquartered in Toronto, Ont., Can. Hallcon Canada is a motor 
carrier of passengers providing crew transport services to the Canadian 
railway and transit industries. Hallcon Canada operates only in Canada.
    Hallcon U.S. is wholly and directly owned by Hallcon Canada. 
Hallcon U.S. is incorporated under the laws of Delaware and 
headquartered in Toronto, Ont., Can. Hallcon U.S. is a federally 
registered motor carrier of passengers in the United States, providing 
crew transport services to freight railroads across the United States 
pursuant to contracts with the railroads. Hallcon U.S. provides this 
transportation on both an interstate and intrastate basis, operating 
over 50 vehicles and employing over 150 drivers in the United 
States.\1\ Hallcon U.S. holds interstate authority issued by the 
Federal Motor Carrier Safety Administration (FMCSA) in Docket No. MC-
474586, and operates under U.S. Department of Transportation (USDOT) 
Number 1188236.
---------------------------------------------------------------------------

    \1\ Hallcon U.S. holds intrastate authority issued by the 
following states: Pennsylvania, Iowa, Missouri, Indiana, Arkansas, 
Louisiana, Alabama, and Kentucky.
---------------------------------------------------------------------------

    Renzenberger is a Kansas corporation and is a subsidiary of 
Peterson Manufacturing Company (Peterson), which is headquartered in 
Missouri. Peterson is a noncarrier corporation engaged in the 
manufacture of vehicle safety lighting, mirrors, reflectors, antennas, 
and related products. Renzenberger is a federally authorized motor 
carrier of passengers that provides rail crew transportation services 
in over 20 states within the United States.\2\ These transportation 
services are provided primarily under contracts with railroads. 
Renzenberger operates over 1,200 vehicles and employs over 2,500 
drivers. Renzenberger holds interstate operating authority issued by 
the FMCSA in Docket No. MC-170517, and operates under USDOT Number 
210768.
---------------------------------------------------------------------------

    \2\ Renzenberger holds intrastate authority issued by the 
following states: Arkansas, California, Colorado, Delaware, Indiana, 
Iowa, Kansas, Louisiana, Maryland, Michigan, Missouri, Nebraska, 
Nevada, New Mexico, Oklahoma, Texas, and Wyoming.
---------------------------------------------------------------------------

    Under the proposed transaction, Hallcon U.S. would create a 
subsidiary corporation, Hallcon Acquisition Subsidiary, for purposes of 
purchasing the stock of Renzenberger. After Hallcon Acquisition 
Subsidiary purchases the stock of Renzenberger, it would be merged into 
Renzenberger. Renzenberger would be the surviving corporation and it 
would be directly and wholly owned by Hallcon U.S. and indirectly 
controlled by Hallcon U.S.'s ultimate controlling shareholder, 
Southfield. Following the transaction, Renzenberger would continue to 
operate as an independent company, conducting the same operations it 
currently conducts pursuant to the operating authority it currently 
possesses. The proposed transaction would result in a change of 
Renzenberger's ownership, but would not change the nature or scope of 
Renzenberger's operations or transfer any of its operating authorities.
    Under 49 U.S.C. 14303(b), the Board must approve and authorize a 
motor carrier of passengers transaction it finds consistent with the 
public interest, taking into consideration at least: (1) The effect of 
the transaction on the adequacy of transportation to the public; (2) 
the total fixed charges that result; and (3) the interest of affected 
carrier employees. Applicants have submitted information, as required 
by 49 CFR 1182.2, including the information to demonstrate that the 
proposed transaction is consistent with the public interest under 49 
U.S.C. 14303(b), and a statement that the 12-month aggregate gross 
operating revenues of the carriers involved in the transaction have 
exceeded $2 million.
    Applicants state that the proposed transaction will have no 
significant impact on the adequacy of transportation services available 
to the public, because Applicants do not intend to change substantially 
the physical operations historically conducted by Renzenberger or 
Hallcon U.S. Rather, Applicants maintain that the transaction would 
improve efficiency and lower the costs of

[[Page 19070]]

Renzenberger's operations. Specifically, to accommodate expected growth 
in customer demand, Applicants state that they anticipate leveraging 
each company's senior and field level managers, thereby reducing the 
need to invest more in personnel in the near term. Applicants state 
that Hallcon U.S. would enter into vehicle sharing arrangements with 
Renzenberger to ensure maximum utilization and operational efficiency 
of equipment. According to the Applicants, the reduced costs associated 
with these efficiencies would put Renzenberger in a better position to 
invest in the equipment necessary to maintain the services it provides.
    Applicants further note that the acquisition would have no adverse 
impact on competition, because Hallcon U.S. and Renzenberger have 
historically focused their services on different customers. Applicants 
state that both entities will continue to face competition or potential 
competition from other rail crew and passenger carriers such as 
Professional Transportation, Inc. and Railcrew Xpress. With respect to 
fixed charges, Applicants state that while Hallcon U.S.'s overall debt 
and interest payments may increase as a result of its acquisition of 
Renzenberger's stock, the transaction would not have an adverse impact 
on the ability of Renzenberger and Hallcon U.S. to meet their debt and 
interest obligations, while continuing to offer service to the public. 
Applicants also state that the proposed transaction would not have a 
significant adverse impact on carrier employees, as Hallcon U.S. and 
Renzenberger plan to continue to employ nearly all of their current 
employees after the proposed transaction is completed.
    On the basis of the application, the Board finds that the proposed 
acquisition of control is consistent with the public interest and 
should be tentatively approved and authorized. The Board notes that the 
motor carrier passenger sector is competitive and has low barriers to 
entry. If any opposing comments are timely filed, this finding will be 
vacated automatically, and, unless a final decision can be made on the 
record as developed, a procedural schedule will be adopted to 
reconsider the application. See 49 CFR 1182.6(c). If no opposing 
comments are filed by the expiration of the comment period, this notice 
will take effect automatically and will be the final Board action.
    The application and Board decisions and notices are available on 
our Web site at ``WWW.STB.DOT.GOV.''
    This decision will not significantly affect either the quality of 
the human environment or the conservation of energy resources.
    It is ordered:
    1. The proposed transaction is approved and authorized, subject to 
the filing of opposing comments.
    2. If opposing comments are timely filed, the findings made in this 
notice will be deemed vacated.
    3. This notice will be effective May 14, 2013, unless opposing 
comments are timely filed by May 13, 2013.
    4. A copy of this decision will be served on: (1) U.S. Department 
of Transportation, Federal Motor Carrier Safety Administration, 1200 
New Jersey Avenue, SE., Washington, DC 20590; (2) the U.S. Department 
of Justice, Antitrust Division, 10th Street & Pennsylvania Avenue NW., 
Washington, DC 20530; and (3) the U.S. Department of Transportation, 
Office of the General Counsel, 1200 New Jersey Avenue SE., Washington, 
DC 20590.

    By the Board, Chairman Elliott, Vice Chairman Begeman, and 
Commissioner Mulvey.

    Decided: March 22, 2013.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2013-07309 Filed 03-28-13; 8:45 am]
BILLING CODE 4915-01-P