Pendency of Request for Exemption From the Bond/Escrow Requirement Relating to the Sale of Assets by an Employer Who Contributes to a Multiemployer Plan; Marlins Holdings LLC, 26312-26313 [2018-12129]
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26312
Federal Register / Vol. 83, No. 109 / Wednesday, June 6, 2018 / Notices
PENSION BENEFIT GUARANTY
CORPORATION
Pendency of Request for Exemption
From the Bond/Escrow Requirement
Relating to the Sale of Assets by an
Employer Who Contributes to a
Multiemployer Plan; Marlins Holdings
LLC
Pension Benefit Guaranty
Corporation.
ACTION: Notice of pendency of request.
AGENCY:
This notice advises interested
persons that the Pension Benefit
Guaranty Corporation has received a
request from Marlins Holdings LLC for
an exemption from the bond or escrow
requirement and contract requirements
under the Employee Retirement Income
Security Act of 1974, as amended, with
respect to the Major League Baseball
Players Benefit Plan. A sale of assets by
an employer that contributes to a
multiemployer pension plan will not
constitute a complete or partial
withdrawal from the plan if the
transaction meets certain conditions.
One of these conditions is that the
purchaser post a bond or deposit money
in escrow for the five-plan-year period
beginning after the sale. The PBGC is
authorized to grant individual and class
exemptions from this requirement.
Before granting an exemption, the
statute and PBGC regulations require
PBGC to give interested persons an
opportunity to comment on the
exemption request. The purpose of this
notice is to advise interested persons of
the exemption request and solicit their
views on it.
DATES: Comments must be submitted on
or before July 23, 2018.
ADDRESSES: Comments may be
submitted by any of the following
methods:
• Federal eRulemaking Portal: https://
www.regulations.gov. Follow the
instructions for submitting comments.
• Email: reg.comments@pbgc.gov.
Refer to the Marlins Holdings LLC in the
subject line.
• Mail or Hand Delivery: Regulatory
Affairs Division, Office of the General
Counsel, Pension Benefit Guaranty
Corporation, 1200 K Street NW,
Washington, DC 20005–4026.
All submissions received must
include the agency’s name (Pension
Benefit Guaranty Corporation, or PBGC)
and refer to Marlins Holdings LLC. All
comments received will be posted
without change to PBGC’s website,
https://www.pbgc.gov, including any
personal information provided. Copies
of comments may also be obtained by
writing to Disclosure Division, Office of
daltland on DSKBBV9HB2PROD with NOTICES
SUMMARY:
VerDate Sep<11>2014
17:35 Jun 05, 2018
Jkt 244001
the General Counsel, Pension Benefit
Guaranty Corporation, 1200 K Street
NW, Washington, DC 20005–4026 or
calling 202–326–4040 during normal
business hours. (TTY users may call the
Federal relay service toll-free at 1–800–
877–8339 and ask to be connected to
202–326–4040.)
FOR FURTHER INFORMATION CONTACT:
Bruce Perlin, Assistant General Counsel
(Perlin.Bruce@PBGC.gov), 202–326–
4020, ext. 6818, Jon Chatalian, Acting
Assistant General Counsel
(Chatalian.Jon@PBGC.gov), ext. 6757, or
Mary A. Petrovic, Attorney
(Petrovic.Mary@PBGC.gov), ext. 4638,
Office of the General Counsel, Suite 340,
1200 K Street NW, Washington, DC
20005–4026; (TTY/TDD users may call
the Federal relay service toll-free at 1–
800–877–8339 and ask to be connected
to 202–326–4020.)
SUPPLEMENTARY INFORMATION:
Background
Section 4204 of the Employee
Retirement Income Security Act of 1974,
as amended by the Multiemployer
Pension Plan Amendments Act of 1980
(ERISA), provides that a bona fide
arm’s-length sale of assets of a
contributing employer to an unrelated
party will not be considered a
withdrawal if three conditions are met.
These conditions, enumerated in section
4204(a)(1)(A)–(C), are that—
(A) the purchaser has an obligation to
contribute to the plan with respect to
covered operations for substantially the
same number of contribution base units
for which the seller was obligated to
contribute;
(B) the purchaser obtains a bond or
places an amount in escrow, for a period
of five plan years after the sale, equal to
the greater of the seller’s average
required annual contribution to the plan
for the three plan years preceding the
year in which the sale occurred or the
seller’s required annual contribution for
the plan year preceding the year in
which the sale occurred; and
(C) the contract of sale provides that
if the purchaser withdraws from the
plan within the first five plan years
beginning after the sale and fails to pay
any of its liability to the plan, the seller
shall be secondarily liable for the
liability it (the seller) would have had
but for section 4204.
The bond or escrow described above
would be paid to the plan if the
purchaser withdraws from the plan or
fails to make any required contributions
to the plan within the first five plan
years beginning after the sale.
Additionally, section 4204(b)(1) of
ERISA provides that if a sale of assets
PO 00000
Frm 00061
Fmt 4703
Sfmt 4703
is covered by section 4204, the
purchaser assumes by operation of law
the contribution record of the seller for
the plan year in which the sale occurred
and the preceding four plan years.
Section 4204(c) of ERISA authorizes
the Pension Benefit Guaranty
Corporation (‘‘PBGC’’) to grant
individual or class variances or
exemptions from the purchaser’s bond/
escrow requirement of section
4204(a)(1)(B) when warranted. The
legislative history of section 4204
indicates a Congressional intent that the
statute be administered in a manner that
assures protection of the plan with the
least practicable intrusion into normal
business transactions. Senate Committee
on Labor and Human Resources, 96th
Cong., 2nd Sess., S.1076, The
Multiemployer Pension Plan
Amendments Act of 1980: Summary
and Analysis of Considerations 16
(Comm. Print, April 1980); 128 Cong.
Rec. S10117 (July 29, 1980). The
granting of a variance or exemption
from the bond/escrow requirement does
not constitute a finding by the PBGC
that a particular transaction satisfies the
other requirements of section 4204(a)(1).
Under the PBGC’s regulation on
variances for sales of assets (29 CFR part
4204), a request for a variance or
exemption from the bond/escrow
requirement under any of the tests
established in the regulation (29 CFR
parts 4204.12 & 4204.13) is to be made
to the plan in question. The PBGC will
consider a variance or exemption
request only when the request is not
based on satisfaction of one of the four
regulatory tests under regulation
sections 4204.12 and 4204.13 or when
the parties assert that the financial
information necessary to show
satisfaction of one of the regulatory tests
is privileged or confidential financial
information within the meaning of 5
U.S.C. 552(b)(4) (Freedom of
Information Act).
Under section 4204.22 of the
regulation, the PBGC shall approve a
request for a variance or exemption if it
determines that approval of the request
is warranted, in that it—
(1) would more effectively or
equitably carry out the purposes of Title
IV of the Act; and
(2) would not significantly increase
the risk of financial loss to the plan.
Section 4204(c) of ERISA and section
4204.22(b) of the regulation require the
PBGC to publish a notice of the
pendency of a request for a variance or
exemption in the Federal Register, and
to provide interested parties with an
opportunity to comment on the
proposed variance or exemption.
E:\FR\FM\06JNN1.SGM
06JNN1
daltland on DSKBBV9HB2PROD with NOTICES
Federal Register / Vol. 83, No. 109 / Wednesday, June 6, 2018 / Notices
The Request
The PBGC has received a request from
Marlins Holdings LLC (the ‘‘Purchaser’’)
for an exemption from the bond or
escrow requirement and contract
requirements of section 4204(a)(1)(B)
and (C) with respect to its purchase of
the Miami Marlins Major League
Baseball franchise from Miami Marlins,
L.P. (the ‘‘Seller’’) on February 21, 2018.
In the request, the Purchaser represents
among other things that:
1. The Seller was obligated to
contribute to the Major League Baseball
Players Benefit Plan (the ‘‘Plan’’) for
certain employees of the sold
operations.
2. The Purchaser has agreed to assume
the obligation to contribute to the Plan
for substantially the same number of
contribution base units as the Seller.
3. The Seller has agreed to be
secondarily liable for any withdrawal
liability it would have had with respect
to the sold operations (if not for section
4204) should the Purchaser withdraw
from the Plan and fail to pay its
withdrawal liability.
4. The estimated amount of the
withdrawal liability of the Seller with
respect to the operations subject to the
sale is $19,169,342.
5. The amount of the bond/escrow
established under section 4204(a)(1)(B)
is $4,781,000.
6. Major League Baseball has a unique
structure in which the Plan is funded
from the Major League Central Fund
(the ‘‘Central Fund’’), maintained and
administered by the Commissioner of
Baseball. Under this structure,
contributions to the Plan for all
participating employers are paid by the
Office of the Commissioner of Baseball
from the Central Fund on behalf of each
participating employer in satisfaction of
the employer’s pension liability under
the Plan’s funding agreement. The
monies in the Central Fund are derived
directly from common revenues related
to the All-Star Game, post-season games,
certain media rights and other common
revenues (collectively, the ‘‘Revenues’’).
7. In support of the exemption
request, the requester asserts that, ‘‘the
Plan is funded from the Central Fund
that is maintained and administered by
the Commissioner of Baseball.’’ Major
League Baseball pays contributions
directly to the Plan from the Central
Fund. Further, the requester asserts that,
‘‘the Plan enjoys a substantial degree of
security with respect to contributions on
behalf of the Clubs. A change in
ownership of a Club does not affect the
obligation of the Central Fund to fund
the Plan. As such, approval of this
exemption request would not increase
the risk of financial loss to the Plan.’’
VerDate Sep<11>2014
17:35 Jun 05, 2018
Jkt 244001
8. A complete copy of the request was
sent to the Plan and to the Major League
Baseball Players Association by certified
mail, return receipt requested.
Comments
All interested persons are invited to
submit written comments on the
pending exemption request to the above
address. All comments will be made a
part of the record. The PBGC will make
the comments received available on its
website, www.pbgc.gov. Copies of the
comments and the non-confidential
portions of the request may be obtained
by writing or visiting the PBGC’s
Communications Outreach and
Legislative Affairs Department (COLA)
at the above address or by visiting that
office or calling 202–326–4343 during
normal business hours.
Issued in Washington, DC.
William Reeder,
Director, Pension Benefit Guaranty
Corporation.
[FR Doc. 2018–12129 Filed 6–5–18; 8:45 am]
BILLING CODE 7709–01–P
POSTAL REGULATORY COMMISSION
[Docket No. CP2018–227]
New Postal Product
Postal Regulatory Commission.
Notice.
AGENCY:
ACTION:
The Commission is noticing a
recent Postal Service filing for the
Commission’s consideration concerning
negotiated service agreements. This
notice informs the public of the filing,
invites public comment, and takes other
administrative steps.
DATES: Comments are due: June 7, 2018.
ADDRESSES: Submit comments
electronically via the Commission’s
Filing Online system at https://
www.prc.gov. Those who cannot submit
comments electronically should contact
the person identified in the FOR FURTHER
INFORMATION CONTACT section by
telephone for advice on filing
alternatives.
SUMMARY:
FOR FURTHER INFORMATION CONTACT:
David A. Trissell, General Counsel, at
202–789–6820.
SUPPLEMENTARY INFORMATION:
Table of Contents
I. Introduction
II. Docketed Proceeding(s)
I. Introduction
The Commission gives notice that the
Postal Service has filed request(s) for the
Commission to consider matters related
PO 00000
Frm 00062
Fmt 4703
Sfmt 9990
26313
to negotiated service agreement(s). The
requests(s) may propose the addition or
removal of a negotiated service
agreement from the market dominant or
the competitive product list, or the
modification of an existing product
currently appearing on the market
dominant or the competitive product
list.
Section II identifies the docket
number(s) associated with each Postal
Service request, the title of each Postal
Service request, the request’s acceptance
date, and the authority cited by the
Postal Service for each request. For each
request, the Commission appoints an
officer of the Commission to represent
the interests of the general public in the
proceeding, pursuant to 39 U.S.C. 505
(Public Representative). Section II also
establishes comment deadline(s)
pertaining to each request.
The public portions of the Postal
Service’s request(s) can be accessed via
the Commission’s website (https://
www.prc.gov). Non-public portions of
the Postal Service’s request(s), if any,
can be accessed through compliance
with the requirements of 39 CFR
3007.40.
The Commission invites comments on
whether the Postal Service’s request(s)
in the captioned docket(s) are consistent
with the policies of title 39. For
request(s) that the Postal Service states
concern market dominant product(s),
applicable statutory and regulatory
requirements include 39 U.S.C. 3622, 39
U.S.C. 3642, 39 CFR part 3010, and 39
CFR part 3020, subpart B. For request(s)
that the Postal Service states concern
competitive product(s), applicable
statutory and regulatory requirements
include 39 U.S.C. 3632, 39 U.S.C. 3633,
39 U.S.C. 3642, 39 CFR part 3015, and
39 CFR part 3020, subpart B. Comment
deadline(s) for each request appear in
section II.
II. Docketed Proceeding(s)
1. Docket No(s).: CP2018–227; Filing
Title: Notice of United States Postal
Service of Filing a Functionally
Equivalent Global Expedited Package
Services 7 Negotiated Service
Agreement and Application for NonPublic Treatment of Material Filed
Under Seal; Filing Acceptance Date:
May 30, 2018; Filing Authority: 39 CFR
3015.5; Public Representative: Kenneth
R. Moeller; Comments Due: June 7,
2018.
This notice will be published in the
Federal Register.
Ruth Ann Abrams,
Acting Secretary.
[FR Doc. 2018–12089 Filed 6–5–18; 8:45 am]
BILLING CODE 7710–FW–P
E:\FR\FM\06JNN1.SGM
06JNN1
Agencies
[Federal Register Volume 83, Number 109 (Wednesday, June 6, 2018)]
[Notices]
[Pages 26312-26313]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-12129]
[[Page 26312]]
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PENSION BENEFIT GUARANTY CORPORATION
Pendency of Request for Exemption From the Bond/Escrow
Requirement Relating to the Sale of Assets by an Employer Who
Contributes to a Multiemployer Plan; Marlins Holdings LLC
AGENCY: Pension Benefit Guaranty Corporation.
ACTION: Notice of pendency of request.
-----------------------------------------------------------------------
SUMMARY: This notice advises interested persons that the Pension
Benefit Guaranty Corporation has received a request from Marlins
Holdings LLC for an exemption from the bond or escrow requirement and
contract requirements under the Employee Retirement Income Security Act
of 1974, as amended, with respect to the Major League Baseball Players
Benefit Plan. A sale of assets by an employer that contributes to a
multiemployer pension plan will not constitute a complete or partial
withdrawal from the plan if the transaction meets certain conditions.
One of these conditions is that the purchaser post a bond or deposit
money in escrow for the five-plan-year period beginning after the sale.
The PBGC is authorized to grant individual and class exemptions from
this requirement. Before granting an exemption, the statute and PBGC
regulations require PBGC to give interested persons an opportunity to
comment on the exemption request. The purpose of this notice is to
advise interested persons of the exemption request and solicit their
views on it.
DATES: Comments must be submitted on or before July 23, 2018.
ADDRESSES: Comments may be submitted by any of the following methods:
Federal eRulemaking Portal: https://www.regulations.gov.
Follow the instructions for submitting comments.
Email: [email protected]. Refer to the Marlins
Holdings LLC in the subject line.
Mail or Hand Delivery: Regulatory Affairs Division, Office
of the General Counsel, Pension Benefit Guaranty Corporation, 1200 K
Street NW, Washington, DC 20005-4026.
All submissions received must include the agency's name (Pension
Benefit Guaranty Corporation, or PBGC) and refer to Marlins Holdings
LLC. All comments received will be posted without change to PBGC's
website, https://www.pbgc.gov, including any personal information
provided. Copies of comments may also be obtained by writing to
Disclosure Division, Office of the General Counsel, Pension Benefit
Guaranty Corporation, 1200 K Street NW, Washington, DC 20005-4026 or
calling 202-326-4040 during normal business hours. (TTY users may call
the Federal relay service toll-free at 1-800-877-8339 and ask to be
connected to 202-326-4040.)
FOR FURTHER INFORMATION CONTACT: Bruce Perlin, Assistant General
Counsel ([email protected]), 202-326-4020, ext. 6818, Jon
Chatalian, Acting Assistant General Counsel ([email protected]),
ext. 6757, or Mary A. Petrovic, Attorney ([email protected]), ext.
4638, Office of the General Counsel, Suite 340, 1200 K Street NW,
Washington, DC 20005-4026; (TTY/TDD users may call the Federal relay
service toll-free at 1-800-877-8339 and ask to be connected to 202-326-
4020.)
SUPPLEMENTARY INFORMATION:
Background
Section 4204 of the Employee Retirement Income Security Act of
1974, as amended by the Multiemployer Pension Plan Amendments Act of
1980 (ERISA), provides that a bona fide arm's-length sale of assets of
a contributing employer to an unrelated party will not be considered a
withdrawal if three conditions are met. These conditions, enumerated in
section 4204(a)(1)(A)-(C), are that--
(A) the purchaser has an obligation to contribute to the plan with
respect to covered operations for substantially the same number of
contribution base units for which the seller was obligated to
contribute;
(B) the purchaser obtains a bond or places an amount in escrow, for
a period of five plan years after the sale, equal to the greater of the
seller's average required annual contribution to the plan for the three
plan years preceding the year in which the sale occurred or the
seller's required annual contribution for the plan year preceding the
year in which the sale occurred; and
(C) the contract of sale provides that if the purchaser withdraws
from the plan within the first five plan years beginning after the sale
and fails to pay any of its liability to the plan, the seller shall be
secondarily liable for the liability it (the seller) would have had but
for section 4204.
The bond or escrow described above would be paid to the plan if the
purchaser withdraws from the plan or fails to make any required
contributions to the plan within the first five plan years beginning
after the sale. Additionally, section 4204(b)(1) of ERISA provides that
if a sale of assets is covered by section 4204, the purchaser assumes
by operation of law the contribution record of the seller for the plan
year in which the sale occurred and the preceding four plan years.
Section 4204(c) of ERISA authorizes the Pension Benefit Guaranty
Corporation (``PBGC'') to grant individual or class variances or
exemptions from the purchaser's bond/escrow requirement of section
4204(a)(1)(B) when warranted. The legislative history of section 4204
indicates a Congressional intent that the statute be administered in a
manner that assures protection of the plan with the least practicable
intrusion into normal business transactions. Senate Committee on Labor
and Human Resources, 96th Cong., 2nd Sess., S.1076, The Multiemployer
Pension Plan Amendments Act of 1980: Summary and Analysis of
Considerations 16 (Comm. Print, April 1980); 128 Cong. Rec. S10117
(July 29, 1980). The granting of a variance or exemption from the bond/
escrow requirement does not constitute a finding by the PBGC that a
particular transaction satisfies the other requirements of section
4204(a)(1).
Under the PBGC's regulation on variances for sales of assets (29
CFR part 4204), a request for a variance or exemption from the bond/
escrow requirement under any of the tests established in the regulation
(29 CFR parts 4204.12 & 4204.13) is to be made to the plan in question.
The PBGC will consider a variance or exemption request only when the
request is not based on satisfaction of one of the four regulatory
tests under regulation sections 4204.12 and 4204.13 or when the parties
assert that the financial information necessary to show satisfaction of
one of the regulatory tests is privileged or confidential financial
information within the meaning of 5 U.S.C. 552(b)(4) (Freedom of
Information Act).
Under section 4204.22 of the regulation, the PBGC shall approve a
request for a variance or exemption if it determines that approval of
the request is warranted, in that it--
(1) would more effectively or equitably carry out the purposes of
Title IV of the Act; and
(2) would not significantly increase the risk of financial loss to
the plan.
Section 4204(c) of ERISA and section 4204.22(b) of the regulation
require the PBGC to publish a notice of the pendency of a request for a
variance or exemption in the Federal Register, and to provide
interested parties with an opportunity to comment on the proposed
variance or exemption.
[[Page 26313]]
The Request
The PBGC has received a request from Marlins Holdings LLC (the
``Purchaser'') for an exemption from the bond or escrow requirement and
contract requirements of section 4204(a)(1)(B) and (C) with respect to
its purchase of the Miami Marlins Major League Baseball franchise from
Miami Marlins, L.P. (the ``Seller'') on February 21, 2018. In the
request, the Purchaser represents among other things that:
1. The Seller was obligated to contribute to the Major League
Baseball Players Benefit Plan (the ``Plan'') for certain employees of
the sold operations.
2. The Purchaser has agreed to assume the obligation to contribute
to the Plan for substantially the same number of contribution base
units as the Seller.
3. The Seller has agreed to be secondarily liable for any
withdrawal liability it would have had with respect to the sold
operations (if not for section 4204) should the Purchaser withdraw from
the Plan and fail to pay its withdrawal liability.
4. The estimated amount of the withdrawal liability of the Seller
with respect to the operations subject to the sale is $19,169,342.
5. The amount of the bond/escrow established under section
4204(a)(1)(B) is $4,781,000.
6. Major League Baseball has a unique structure in which the Plan
is funded from the Major League Central Fund (the ``Central Fund''),
maintained and administered by the Commissioner of Baseball. Under this
structure, contributions to the Plan for all participating employers
are paid by the Office of the Commissioner of Baseball from the Central
Fund on behalf of each participating employer in satisfaction of the
employer's pension liability under the Plan's funding agreement. The
monies in the Central Fund are derived directly from common revenues
related to the All-Star Game, post-season games, certain media rights
and other common revenues (collectively, the ``Revenues'').
7. In support of the exemption request, the requester asserts that,
``the Plan is funded from the Central Fund that is maintained and
administered by the Commissioner of Baseball.'' Major League Baseball
pays contributions directly to the Plan from the Central Fund. Further,
the requester asserts that, ``the Plan enjoys a substantial degree of
security with respect to contributions on behalf of the Clubs. A change
in ownership of a Club does not affect the obligation of the Central
Fund to fund the Plan. As such, approval of this exemption request
would not increase the risk of financial loss to the Plan.''
8. A complete copy of the request was sent to the Plan and to the
Major League Baseball Players Association by certified mail, return
receipt requested.
Comments
All interested persons are invited to submit written comments on
the pending exemption request to the above address. All comments will
be made a part of the record. The PBGC will make the comments received
available on its website, www.pbgc.gov. Copies of the comments and the
non-confidential portions of the request may be obtained by writing or
visiting the PBGC's Communications Outreach and Legislative Affairs
Department (COLA) at the above address or by visiting that office or
calling 202-326-4343 during normal business hours.
Issued in Washington, DC.
William Reeder,
Director, Pension Benefit Guaranty Corporation.
[FR Doc. 2018-12129 Filed 6-5-18; 8:45 am]
BILLING CODE 7709-01-P