Federal Register / Vol. 76, No. 50 / Tuesday, March 15, 2011 / Notices 14109 

fax at (301) 415–3548, and by e-mail to 

pdr.resource@nrc.gov. 

Regulatory guides are not 

copyrighted, and NRC approval is not 

required to reproduce them. 

Dated at Rockville, Maryland, this 7th day 

of March, 2011. 

For the Nuclear Regulatory Commission. 

Thomas H. Boyce, 

Chief, Regulatory Guide Development Branch, 

Division of Engineering, Office of Nuclear 

Regulatory Research. 

[FR Doc. 2011–5971 Filed 3–14–11; 8:45 am] 

BILLING CODE 7590–01–P 

PENSION BENEFIT GUARANTY 

CORPORATION 

Approval of Exemption From the Bond/ 

Escrow Requirement Relating to the 

Sale of Assets by an Employer Who 

Contributes to a Multiemployer Plan: 

Rangers Baseball Express, LLC, and 

Texas Rangers Baseball Partners 

AGENCY: Pension Benefit Guaranty 

Corporation. 

ACTION: Notice of approval. 

SUMMARY: The Pension Benefit Guaranty 

Corporation has granted a request from 

Rangers Baseball Express, LLC, for an 

exemption from the bond/escrow 

requirement of section 4204(a)(1)(B) of 

the Employee Retirement Income 

Security Act of 1974, as amended, with 

respect to the Major League Baseball 

Players Pension Plan. A notice of the 

request for exemption from the 

requirement was published on 

December 28, 2010. The effect of this 

notice is to advise the public of the 

decision on the exemption request. 

ADDRESSES: Copies of public comments 

are available on PBGC’s Web site, 

http://www.pbgc.gov. Copies of the 

comments may be obtained by writing 

PBGC’s Communications and Public 

Affairs Department (CPAD) at Suite 

1200, 1200 K Street, NW., Washington, 

DC 20005–4026, or by visiting or calling 

CPAD during normal business hours 

(202–326–4040). 

FOR FURTHER INFORMATION CONTACT: 

Theresa Anderson, Office of the Chief 

Counsel, Pension Benefit Guaranty 

Corporation, 1200 K Street, NW., 

Washington, DC 20005–4026; telephone 

202–326–4020. (For TTY/TDD users, 

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’’ or ‘‘the Act’’), 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 

the 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, in an 

amount 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 (the amount of the bond or 

escrow is doubled if the plan is in 

reorganization in 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) 

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 

sales rules 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 an exemption or variance 

from the bond/escrow requirement does 

not constitute a finding by PBGC that a 

particular transaction satisfies the other 

requirements of section 4204(a)(1). 

Under PBGC’s regulation on variances 

for sales of assets (29 CFR part 4204), a 

request for a variance or waiver of the 

bond/escrow requirement under any of 

the tests established in the regulation 

(§§ 4204.12 & 4204.13) is to be made to 

the plan in question. PBGC will 

consider waiver requests only when the 

request is not based on satisfaction of 

one of the three regulatory tests 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) of the Freedom of 

Information Act. 

Under § 4204.22 of the regulation, 

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 

§ 4204.22(b) of the regulation require 

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. PBGC 

received no comments on the request for 

exemption. 

The Decision 

On December 28, 2010, PBGC 

published a notice of the pendency of a 

request by Rangers Baseball Express, 

LLC (the ‘‘Buyer’’) for an exemption from 

the bond/escrow requirement of section 

4204(a)(1)(B) with respect to its 

purchase of Texas Rangers Baseball 

Partners (the ‘‘Seller’’). According to the 

request, the Major League Baseball 

Players Pension Plan (the ‘‘Plan’’) was 

established and is maintained pursuant 

to a collective bargaining agreement 

between the professional major league 

baseball teams (the ‘‘Clubs’’) and the 

Major League Baseball Players 

Association (the ‘‘Players Association’’). 

According to the Buyer’s 

representations, the Seller was obligated 

to contribute to the Plan for certain 

employees of the sold operations. 

Effective August 12, 2010, the Buyer 

and Seller entered into an agreement 

under which the Buyer agreed to 

purchase substantially all of the assets 


srobinson on DSKHWCL6B1PROD with NOTICES
14110 Federal Register / Vol. 76, No. 50 / Tuesday, March 15, 2011 / Notices 

and assume substantially all of the 

liabilities of the Seller relating to the 

business of employing employees under 

the Plan. The Buyer agreed to contribute 

to the Plan for substantially the same 

number of contribution base units as the 

Seller. The Seller 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 Buyer withdraw from 

the Plan within the five plan years 

following the sale and fail to pay its 

withdrawal liability. The amount of the 

bond/escrow required under section 

4204(a)(1)(B) of ERISA is $4,068,868. 

The estimated amount of the unfunded 

vested benefits allocable to the Seller 

with respect to the operations subject to 

the sale is $34,030,359. While the 

separate major league clubs are the 

nominal contributing employers to the 

Plan, the Major League Central Fund 

under the Office of the Commissioner 

receives the revenues and makes the 

payments for certain common expenses, 

including each club’s contribution to 

the Plan. In support of the waiver 

request, the requester asserts that: ‘‘[t]he 

Plan is funded from the Revenues which 

are paid from the Central Fund directly 

to the Plan without passing through the 

hands of any of the Clubs. Therefore, the 

Plan enjoys a substantial degree of 

security with respect to contributions on 

behalf of the Clubs. A change in 

ownership of a particular Club does not 

affect the obligation of the Central Fund 

to fund the Plan out of the Revenues. As 

such, approval of this exemption 

request would not significantly increase 

the risk of financial loss to the Plan.’’ 

Based on the facts of this case and the 

representations and statements made in 

connection with the request for an 

exemption, PBGC has determined that 

an exemption from the bond/escrow 

requirement is warranted, in that it 

would more effectively carry out the 

purposes of Title IV of ERISA and 

would not significantly increase the risk 

of financial loss to the Plan. Therefore, 

PBGC hereby grants the request for an 

exemption for the bond/escrow 

requirement. The granting of an 

exemption or variance from the bond/ 

escrow requirement of section 

4204(a)(1)(B) does not constitute a 

finding by PBGC that the transaction 

satisfies the other requirements of 

section 4204(a)(1). The determination of 

whether the transaction satisfies such 

other requirements is a determination to 

be made by the Plan sponsor. 

Issued at Washington, DC, on this 7th day 

of March, 2011. 

Joshua Gotbaum, 

Director. 

[FR Doc. 2011–5886 Filed 3–14–11; 8:45 am] 

BILLING CODE 7709–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

FEDERAL REGISTER CITATION OF PREVIOUS

ANNOUNCEMENT: [To be announced]. 

STATUS: Closed meeting. 

PLACE: 100 F Street, NE., Washington, 

DC. 

DATE AND TIME OF PREVIOUSLY ANNOUNCED

MEETING: March 17, 2011 at 10 a.m. 

CHANGE IN THE MEETING: Additional item. 

The following matter will also be 

considered during the 10 a.m. closed 

meeting scheduled for Thursday, March 

17, 2011: A litigation matter. 

Commissioner Casey, as duty officer, 

voted to consider the item listed for the 

closed meeting in closed session, and 

determined that no earlier notice thereof 

was possible. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. For further 

information and to ascertain what, if 

any, matters have been added, deleted 

or postponed, please contact the Office 

of the Secretary at (202) 551–5400. 

Dated: March 11, 2011. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2011–6132 Filed 3–11–11; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meeting 

Notice is hereby given, pursuant to 

the provisions of the Government in the 

Sunshine Act, Public Law 94–409, that 

the Securities and Exchange 

Commission will hold a Closed Meeting 

on Thursday, March 17, 2011 at 10 a.m. 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the Closed Meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (7), 9(B) and (10) 

and 17 CFR 200.402(a)(3), (5), (7), 9(ii) 

and (10), permit consideration of the 

scheduled matters at the Closed 

Meeting. 

Commissioner Paredes, as duty 

officer, voted to consider the items 

listed for the Closed Meeting in a closed 

session. 

The subject matter of the Closed 

Meeting scheduled for Thursday, March 

17, 2011 will be: 

Institution and settlement of injunctive 

actions; institution and settlement of 

administrative proceedings; and other 

matters relating to enforcement proceedings. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting items. 

For further information and to 

ascertain what, if any, matters have been 

added, deleted or postponed, please 

contact: 

The Office of the Secretary at (202) 

551–5400. 

Dated: March 10, 2011. 

Elizabeth M. Murphy, 

Secretary. 

[FR Doc. 2011–6075 Filed 3–11–11; 11:15 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Securities Act of 1933, Release No. 9191/ 

February 24, 2011; Securities Exchange Act 

of 1934, Release No. 63956/February 24, 

2011] 

Order Regarding Review of FASB 

Accounting Support Fee for 2011 

Under Section 109 of the SarbanesOxley Act of 2002 

The Sarbanes-Oxley Act of 2002 (the 

‘‘Act’’) provides that the Securities and 

Exchange Commission (the 

‘‘Commission’’) may recognize, as 

generally accepted for purposes of the 

securities laws, any accounting 

principles established by a standard 

setting body that meets certain criteria. 

Consequently, Section 109 of the Act 

provides that all of the budget of such 

a standard setting body shall be payable 

from an annual accounting support fee 

assessed and collected against each 

issuer, as may be necessary or 

appropriate to pay for the budget and 

provide for the expenses of the standard 

setting body, and to provide for an 

independent, stable source of funding, 

subject to review by the Commission. 

Under Section 109(f) of the Act, the 

amount of fees collected for a fiscal year 

shall not exceed the ‘‘recoverable budget 

expenses’’ of the standard setting body. 

Section 109(h) amends Section 13(b)(2) 

of the Securities Exchange Act of 1934 

to require issuers to pay the allocable 

share of a reasonable annual accounting 


srobinson on DSKHWCL6B1PROD with NOTICES