[Federal Register Volume 86, Number 52 (Friday, March 19, 2021)]
[Notices]
[Pages 14893-14894]
[FR Doc No: 2021-05710]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. ER21-1371-000]

Edwards Sanborn Storage II, LLC; Supplemental Notice That Initial
Market-Based Rate Filing Includes Request for Blanket Section 204
Authorization

    This is a supplemental notice in the above-referenced proceeding of
Edwards Sanborn Storage II, LLC's application for market-based rate
authority, with an accompanying rate tariff, noting that such
application includes a request for blanket authorization, under 18 CFR
part 34, of future issuances of securities and assumptions of
liability.
    Any person desiring to intervene or to protest should file with the
Federal Energy Regulatory Commission, 888 First Street NE, Washington,
DC 20426, in accordance with Rules 211 and 214 of the Commission's
Rules of Practice and Procedure (18 CFR 385.211 and 385.214). Anyone
filing a motion to intervene or protest must serve a copy of that
document on the Applicant.
    Notice is hereby given that the deadline for filing protests with
regard to the applicant's request for blanket authorization, under 18
CFR part 34, of future issuances of securities and assumptions of
liability, is April 5, 2021.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper, using the FERC Online links at http://www.ferc.gov. To facilitate electronic service, persons with internet
access who will eFile a document and/or be listed as a contact for an
intervenor must create and validate an

eRegistration account using the eRegistration link. Select the eFiling
link to log on and submit the intervention or protests.
    Persons unable to file electronically may mail similar pleadings to
the Federal Energy Regulatory Commission, 888 First Street NE,
Washington, DC 20426. Hand delivered submissions in docketed
proceedings should be delivered to Health and Human Services, 12225
Wilkins Avenue, Rockville, Maryland 20852.
    In addition to publishing the full text of this document in the
Federal Register, the Commission provides all interested persons an
opportunity to view and/or print the contents of this document via the
internet through the Commission's Home Page (http://www.ferc.gov) using
the ``eLibrary'' link. Enter the docket number excluding the last three
digits in the docket number field to access the document. At this time,
the Commission has suspended access to the Commission's Public
Reference Room, due to the proclamation declaring a National Emergency
concerning the Novel Coronavirus Disease (COVID-19), issued by the
President on March 13, 2020. For assistance, contact the Federal Energy
Regulatory Commission at<EMAIL_ADDRESS>or call toll-free,
(886) 208-3676 or TYY,<PHONE_NUMBER>.

    Dated: March 15, 2021.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2021-05710 Filed 3-18-21; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 83, Number 224 (Tuesday, November 20, 2018)]
[Notices]
[Pages 58556-58557]
[FR Doc No: 2018-25287]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. EL19-8-000]

PJM Interconnection, L.L.C.; Notice of Filing

    Take notice that on October 29, 2018, PJM Interconnection, L.L.C.
(PJM), pursuant to sections 205 and 206 of the Federal Power Act (FPA),
16 U.S.C. 824e, filed proposed revisions to the Amended and Restated
Operating Agreement of PJM (Operating Agreement) to amend the
provisions relating to the recovery of major maintenance, inspection,
and overhaul costs in the wholesale markets administered by PJM.
    Any person desiring to intervene or to protest this filing must
file in accordance with Rules 211 and 214 of the Commission's Rules of
Practice and Procedure (18 CFR 385.211, 385.214). Protests will be
considered by the Commission in determining the appropriate action to
be taken, but will not serve to make protestants parties to the
proceeding. Any person wishing to become a party must file a notice of
intervention or motion to intervene, as appropriate. Such notices,
motions, or protests must be filed on or before the comment date. On or
before the comment date, it is not necessary to serve motions to
intervene or protests on persons other than the Applicant.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the ``eFiling'' link at http://www.ferc.gov. Persons unable to file electronically should submit an
original and 5 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street NE, Washington, DC
20426.
    This filing is accessible online at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the website that enables subscribers to receive email
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please email
[email protected], or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5:00 p.m. Eastern Time on November 19, 2018.

    Dated: November 14, 2018.
Kimberly D. Bose,
Secretary.
[FR Doc. 2018-25287 Filed 11-19-18; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 82, Number 199 (Tuesday, October 17, 2017)]
[Notices]
[Pages 48296-48300]
[FR Doc No: 2017-22408]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81856; File No. SR-NYSE-2017-31]

Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing of Amendment No. 1 and Order Granting Accelerated
Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To
Amend the Listed Company Manual To Adopt Initial and Continued Listing
Standards for Subscription Receipts

October 11, 2017.

I. Introduction

    On June 26, 2017, New York Stock Exchange LLC (``NYSE'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to amend the NYSE Listed Company Manual
(``Manual'') to adopt initial and continued listing standards for
Subscription Receipts. The proposed rule change was published for
comment in the Federal Register on July 13, 2017.\3\ On October 3,
2017, the Exchange submitted Amendment No. 1 to the proposed rule
change.\4\ The Commission is publishing this notice of Amendment No. 1
and approving the proposed rule change, as modified by Amendment No. 1,
on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 81102 (July 7,
2017), 82 FR 32413 (``Notice'').
    \4\ Amendment No. 1 amends the original filing to: (1) Correct a
reference in the purpose section of the filing from a reference to
Section 802.01 of the Manual to a reference to Sections 802.02 and
802.03 of the Manual; (2) change the proposed continued listing
holder requirement from 100 total holders to 100 public holders; (3)
provide that Subscription Receipts will be subject to immediate
suspension and delisting proceedings (with no eligibility with
respect to the procedures set forth in Sections 802.02 and 802.03 of
the Manual) in the event that at any time there are fewer than
100,000 publicly-held shares or 100 public holders of the
Subscription Receipts; and (4) make clear that Subscription Receipts
convert into primary common stock of the listed company. When the
Exchange filed Amendment No. 1 with the Commission, it also
submitted Amendment No. 1 to the public comment file for SR-NYSE-
2017-31 (available at: https://www.sec.gov/comments/sr-nyse-2017-31/nyse201731.htm).
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II. Description of the Proposed Rule Change, as Modified by Amendment
No. 1

    The Exchange has proposed to adopt initial and continued listing
standards for the listing of Subscription Receipts. In its proposal,
NYSE generally described the structure of Subscription Receipts and
noted that Subscriptions Receipts have been used as a financing
technique by Canadian public companies.\5\ According to the Exchange,
Canadian companies typically use Subscription Receipts as a means of
providing cash consideration in merger or acquisition transactions.\6\
Subscription Receipts are sold in a public offering that occurs after
the execution of an acquisition agreement. The proceeds of the
Subscription Receipt offering are held in a custody account and, if the
related acquisition closes, the Subscription Receipt holders will have
their Subscription Receipts converted into a specified number of shares
of the primary listed class of common stock of the issuer.\7\ If the
acquisition does not close, the Subscription Receipts are redeemed for
their original purchase price plus any interest accrued on the custody
account.
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    \5\ See Notice, supra note 3, at 32413.
    \6\ See id.
    \7\ See Amendment No. 1.
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    The Exchange stated in its proposal that Subscription Receipts
provide a contingent form of financing for an issuer that only becomes
permanent if the specified acquisition is completed.\8\ In contrast,
the Exchange noted that a company financing the cash consideration for
an acquisition by means of a traditional equity or debt

offering is at risk of having incurred unnecessary dilution of its
shareholders or indebtedness if the related acquisition fails to
close.\9\ The Exchange further noted that Subscription Receipts provide
investors with flexibility to elect to invest in the post-merger
company and not in the company in its pre-merger form.
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    \8\ See Notice, supra note 3, at 32413.
    \9\ See id.
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    The Exchange has proposed the following initial listing standards
for Subscription Receipts: \10\
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    \10\ See id.
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    (a) At the time of initial listing, the Subscription Receipts must
have a price per share of at least $4.00, a minimum total market value
of publicly-held shares of $100 million, 1,100,000 publicly-held
shares,\11\ and 400 holders of round lots (i.e., 100 securities).
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    \11\ For purposes of the initial and continued listing
requirements for Subscription Receipts, shares held by directors,
officers, or their immediate families and other concentrated
holdings of 10 percent or more are excluded in calculating the
number of publicly-held shares. See proposed Sections 102.08 and
802.01B of the Manual.
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    (b) The issuer must be an NYSE listed company that is not currently
non-compliant with any applicable continued listing standard.
    (c) The proceeds of the Subscription Receipts offering must be
designated solely for use in connection with the consummation of a
specified acquisition that is the subject of a binding acquisition
agreement (the ``Specified Acquisition'').
    (d) The proceeds of the Subscription Receipts offering must be held
in an interest-bearing custody account by an independent custodian.
    (e) The Subscription Receipts must promptly be redeemable for cash
(i) at any time the Specified Acquisition is terminated, or (ii) if the
Specified Acquisition does not close within twelve months from the date
of issuance of the Subscription Receipts, or such earlier time as is
specified in the operative agreements. If the Subscription Receipts are
redeemed, the holders must receive cash payments equal to their
proportionate share of the funds in the custody account, including any
interest earned on those funds.
    (f) If the Specified Acquisition is consummated, the holders of the
Subscription Receipts must receive the shares of common stock for which
their Subscription Receipts are exchangeable.
    (g) The sale of the Subscription Receipts and the issuance of the
common stock of the issuer in exchange for the Subscription Receipts
must both be registered under the Securities Act of 1933.\12\
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    \12\ See 15 U.S.C. 77a et seq.
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    The Exchange has also proposed to amend Section 802.01B of the
Manual to include continued listing standards applicable to
Subscription Receipts listed under proposed Section 102.08 of the
Manual. In its filing, as modified by Amendment No. 1, the Exchange
proposed to immediately initiate suspension and delisting procedures
when: (i) The number of publicly-held shares is less than 100,000; (ii)
the number of public holders is less than 100; \13\ (iii) the total
market capitalization of the Subscription Receipts is below $15 million
over 30 consecutive trading days; (iv) the related common equity
security ceases to be listed; or (v) the issuer announces that the
Specified Acquisition has been terminated.
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    \13\ In adopting a continued listing requirement of 100 public
holders, the Exchange notes that this is similar to other exchange
continued listing standards. See, e.g., NASDAQ Marketplace Rule
5460(a)(4). See also Section 802.01D (providing continued listing
standards for warrants, among other specialized securities). For
purposes of the continued listing requirements for Subscription
Receipts, ``public holders'' exclude holders that are directors,
officers, or their immediate families and holders of other
concentrated holdings of 10% or more. See proposed Section 802.01B
of the Manual.
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    An issuer of Subscription Receipts will not be eligible to follow
the procedures outlined in Sections 802.02 and 802.03 of the Manual
with respect to these criteria,\14\ and any such security will be
subject to delisting procedures as set forth in Section 804 of the
Manual.\15\ The Exchange also stated that Subscription Receipts will be
subject to potential delisting for all of the reasons generally
applicable to operating companies under Section 802.01 of the
Manual.\16\ The Exchange further noted in its proposal that an issuer
of Subscription Receipts may be subject to delisting at the time of
closing of the related acquisition pursuant to the ``backdoor listing''
provisions of Section 703.08(E) of the Manual.\17\ Further, if the
Specified Acquisition is consummated, as noted above, the Subscription
Receipts convert into the primary listed class of common stock of the
issuer, which will thereafter be subject to all of the continued
listing requirements applicable to a primary class of common stock
listed on NYSE.\18\
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    \14\ Sections 802.02 and 802.03 of the Manual set forth
procedures for listed companies to submit a plan, which must be
approved by the Exchange, to bring the listed company into
conformity with a continued listing standard within eighteen months
of receiving a letter of non-compliance. As noted above, an issuer
of Subscription Receipts will not be eligible to utilize the
procedures in Sections 802.02 or 802.03 of the Manual to submit a
plan of compliance and instead will be subject to the procedures in
Section 804 of the Manual.
    \15\ Section 804 of the Manual sets forth the applicable due
process procedures, including appeal rights, for the suspension and
delisting of the securities of a listed company.
    \16\ See Notice, supra note 3, at 32414.
    \17\ See id.
    \18\ See Amendment No. 1. See also Section 802.01 of the Manual
(providing the continued listing criteria for capital or common
stock listed on NYSE).
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    The Exchange also has proposed to amend Section 202.06 of the
Manual to provide that whenever it halts trading in a security of a
listed company pending dissemination of material news or implements any
other required regulatory trading halt, the Exchange will also halt
trading in any listed Subscription Receipt that is exchangeable by its
terms into the common stock of such company.\19\
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    \19\ See Notice, supra note 3, at 32414.
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    The Exchange represented that it will monitor activity in
Subscription Receipts to identify and deter any potential improper
trading activity in such securities and will adopt enhanced
surveillance procedures to enable it to monitor Subscription Receipts
alongside the common equity securities into which they are
convertible.\20\ Additionally, the Exchange states that it will rely on
its existing trading surveillances, administered by the Exchange or the
Financial Industry Regulatory Authority (``FINRA'') on behalf of the
Exchange, which are designed to detect violations of Exchange rules and
applicable federal securities law.
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    \20\ See id.
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    Finally, the Exchange has proposed to apply the listing fees for
``short-term'' securities (i.e., securities with a life of seven years
or less), set forth in Section 902.06 of the Manual, to Subscription
Receipts because these securities, as noted above, will be short-term
securities that have a maximum term of twelve months.\21\ The Exchange
has therefore proposed to amend Section 902.06 of the Manual to make it
explicit that it will apply to Subscription Receipts. Finally, the
Exchange proposes to amend Section 902.06 of the Manual to remove a
reference to the annual fees charged prior to January 1, 2017, as that
reference is now irrelevant.
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    \21\ See id.
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III. Discussion and Commission Findings

    The Commission finds that the proposed rule change, as modified by
Amendment No. 1, is consistent with the requirements of the Act and the
rules and regulations thereunder applicable to a national securities
exchange and, in particular, the requirements of Section 6(b) of the
Act and the rules and regulations

thereunder. Specifically, the Commission finds that the proposal is
consistent with Section 6(b)(5) of the Act,\22\ which requires that an
exchange have rules designed to, among other things, promote just and
equitable principles of trade, remove impediments to an perfect the
mechanisms of a free and open market and a national market system,
protect investors and the public interest, and not permit unfair
discrimination between customers, issuers, brokers, or dealers.\23\
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    \22\ 15 U.S.C. 78f(b)(5).
    \23\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rules' impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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    The development and enforcement of adequate standards governing the
initial and continued listing of securities on an exchange is an
activity of critical importance to financial markets and the investing
public. Listing standards, among other things, serve as a means for an
exchange to screen issuers and to provide listed status only to bona
fide companies that have or will have sufficient public float, investor
base, and trading interest to provide the depth and liquidity necessary
to promote fair and orderly markets. Adequate standards are especially
important given the expectations of investors regarding exchange
trading and the imprimatur of listing on a particular market. Once a
security has been approved for initial listing, maintenance criteria
allow an exchange to monitor the status and trading characteristics of
that issue to ensure that it continues to meet the exchange's standards
for market depth and liquidity so that fair and orderly markets can be
maintained.
    Subscription Receipts, as discussed by the Exchange in its
proposal, are a financing technique to fund a Specified Acquisition. As
NYSE noted in its filing, an issuer could sell equity securities to
fund an acquisition, but if the acquisition doesn't close, investors
will still experience dilution in their holdings. Subscription Receipts
allow investors the right to invest in the common stock of the listed
company upon consummation of a Specified Acquisition. If the deal is
not consummated within a short time frame of 12 months or less, the
Subscription Receipt holders receive their pro rata share of the
offering proceeds plus interest. In this sense, Subscription Receipts
could be viewed as a security with characteristics of both equity and
debt and are similar, but not identical to, other contingent securities
with a right to receive common stock, such as warrants. At the time
investors purchase a Subscription Receipt they will also have
information about the Specified Acquisition and are making a decision
to purchase stock in the listed post-acquisition company.
    To address these unique characteristics, as discussed in more
detail below, the Exchange has proposed to adopt new Section 102.08 to
list Subscription Receipts, and specified continued listing standards.
The proposed standards would permit NYSE to list, and continue to list,
Subscription Receipts that meet specific criteria, including market
value, distribution, and price requirements, which should help to
ensure that the Subscription Receipts have sufficient public float,
investor base, and liquidity to promote fair and orderly markets. In
addition, issuers of Subscription Receipts would have to comply with
other investor protection criteria in order to list Subscription
Receipts, such as, among others, holding proceeds in a custodial
account controlled by an independent custodian and providing
shareholders with cash redemption rights should the Specified
Acquisition be terminated or not close within 12 months.
    The Commission believes that the proposed initial and continued
listing standards for Subscription Receipts are consistent with the
requirements of the Act, including the protection of investors and the
promotion of fair and orderly markets.
    At the time of initial listing, the Subscription Receipts must have
a price per share of at least $4.00, a minimum total market value of
publicly-held shares of $100 million, 1,100,000 publicly-held
shares,\24\ and 400 holders of round lots (i.e., 100 securities). The
Commission notes that the distribution criteria is the same that
currently applies to the listing of common stock in connection with an
initial public offering under NYSE listing rules and that the $100
million market value of publicly-held shares requirement is similar to
the requirements for other initial listing of securities on the
Exchange.\25\ The Commission believes that these standards should help
ensure that a sufficient market, with adequate depth and liquidity,
exists for the initial listing of Subscription Receipts.\26\
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    \24\ For purposes of the initial and continued listing
requirements for Subscription Receipts, shares held by directors,
officers, or their immediate families and other concentrated
holdings of 10 percent or more are excluded in calculating the
number of publicly-held shares. See proposed Sections 102.08 and
802.01B of the Manual.
    \25\ See Sections 102.01A and 102.01B of the Manual.
    \26\ Because the issuer of the Subscription Receipt is already
listing its primary common stock on the Exchange, it must comply
with the continued listing standards for capital and common stock as
well as the corporate governance requirements applicable to listed
companies.
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    Similarly, the Commission believes the Exchange's proposed
continued listing standards for Subscription Receipts are consistent
with the requirements of the Act and the protection of investors. Under
the amended proposal, the Exchange will immediately initiate suspension
and delisting procedures when (i) the number of publicly-held shares is
less than 100,000, (ii) the number of public holders is less than
100,\27\ (iii) the total market capitalization of the Subscription
Receipts is below $15 million over 30 consecutive trading days, (iv)
the related common equity security ceases to be listed, or (v) the
issuer announces that the Specified Acquisition has been
terminated.\28\ In addition, Subscription Receipts will be subject to
potential delisting for all of the reasons generally applicable to
operating companies, including those outlined in Section 802.01D of the
Manual, which discusses the factors and criteria that may result in
delisting, and may also be subject to delisting at the time of closing
of the related acquisition pursuant to the backdoor listing provisions
of Section 703.08 of the Manual. The Commission notes the application
of the backdoor listing provision will help to ensure that companies
that would not otherwise qualify for original listing on the Exchange
could not list, for example, by merging with a listed company.
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    \27\ For purposes of the continued listing requirements for
Subscription Receipts, ``public holders'' exclude holders that are
directors, officers, or their immediate families and holders of
other concentrated holdings of 10% or more. See proposed Section
802.01B of the Manual.
    \28\ The Commission notes that an issuer of Subscription
Receipts will not be eligible to follow the evaluation and follow-up
procedures outlined in Sections 802.02 and 802.03 of the Manual with
respect to these criteria, and any such security will be subject to
delisting procedures as set forth in Section 804 of the Manual.
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    The Commission believes that these standards, taken together,
should help ensure that a sufficient market, with adequate depth and
liquidity, exists for the continued listing of Subscription Receipts
and are similar to the continued listing standards for other securities
that have similar characteristics.\29\ The Commission also notes that
once the Specified

Acquisition has occurred and a Subscription Receipt is converted to
common stock, that common stock is subject to the continued listing
requirements for capital or common stock in Section 802.01of the
Manual.\30\
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    \29\ See, e.g., Section 802.01D of the Manual (providing the
continued listing standards for certain types of specialized
securities, including warrants).
    \30\ See Section 802.01 of the Manual. See also Amendment No. 1.
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    In addition to the quantitative listing requirements proposed for
Subscription Receipts, the proposed initial and continued listing
standards also include additional protections for Subscription Receipt
holders. For example, the issuer of Subscription Receipts must be an
NYSE listed company that is not currently non-compliant with any
applicable continued listing standard and must continue to be listed on
the Exchange throughout the time the Subscription Receipts are traded
on the Exchange. The proposed rules also provide that whenever the
Exchange halts trading in a security of a listed company pending
dissemination of material news or implements any other required
regulatory trading halt, the Exchange will also halt trading in any
listed Subscription Receipt that is exchangeable by its terms into the
common stock of such company.
    The Commission believes that these additional requirements should
protect investors and the public interest, consistent with Section
6(b)(5) of the Act, by assuring that information with respect to the
listed company issuing the Subscription Receipts is publicly available
and that the issuing company is meeting all continued listing
standards, including corporate governance requirements, of the
Exchange. In addition, these requirements should help assure that the
Exchange has a listing relationship with, and direct access to
information from, the issuer of the Subscription Receipts. Among other
things, this direct relationship the Exchange has with the listed
company issuing the Subscription Receipts will help to ensure that the
Exchange will receive information in a timely manner to halt trading in
the Subscription Receipts when there is a material news, or other
regulatory, trading halt imposed on the common stock, and other
securities, of the listed company.
    There are additional protections for investors in the proposed
standards. These include that all the proceeds of the Subscription
Receipts offering must be designated solely for use in connection with
the consummation of a Specified Acquisition pursuant to a definitive
acquisition agreement, the material terms of which would be subject to
disclosure. Additionally, the proceeds of the Subscription Receipts
offering must also be held in an interest-bearing custody account by an
independent custodian and holders will promptly redeem the Subscription
Receipts for cash, equal to the holder's proportionate share of the
funds in the custody account plus any interest earned, at any time the
Specified Acquisition is terminated or if the Specified Acquisition
does not close within twelve months from the date of issuance of the
Subscription Receipts (or such earlier time as specified in the
operative agreements). If the Specified Acquisition is consummated, the
holders of the Subscription Receipts will receive the shares of common
stock for which their Subscription Receipts are exchangeable. Finally,
the listing standards specifically state and remind issuers that the
sale of Subscription Receipts and the issuance of the common stock of
the issuer in exchange for the Subscription Receipts must both be
registered under the Securities Act of 1933.\31\ This is important
because shareholders, at the time they purchase a Subscription Receipt,
are making an investment decision to also purchase the common stock of
the merged listed company should the Specified Acquisition be
consummated, within twelve months or such shorter specified time
period. Therefore, it is important to have registration and disclosure
under the Securities Act of both the Subscription Receipt and the
related common stock. Based on the above, the Commission believes that
specifically setting forth the Securities Act registration requirements
in the NYSE rules for listing Subscription Receipts is consistent with
the requirements of Section 6(b)(5) of the Act to further investor
protection and the public interest.
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    \31\ See 15 U.S.C. 77a et seq.
---------------------------------------------------------------------------

    The Exchange will also monitor activity in Subscription Receipts to
identify and deter any potential improper trading activity in such
securities and will adopt enhanced surveillance procedures to enable it
to monitor Subscription Receipts alongside the common equity securities
into which they are convertible. Since the Subscription Receipts are
related to, and represent an interest in, the common stock of the post-
acquisition listed company, this enhanced surveillance should help to
monitor the trading activity in both the issuer's listed common stock
and the Subscription Receipts.\32\
---------------------------------------------------------------------------

    \32\ As noted above, the Exchange will also rely on its existing
trading surveillances, administered by the Exchange or FINRA on
behalf of the Exchange, which are designed to detect violations of
Exchange rules and applicable federal securities laws.
---------------------------------------------------------------------------

    The Commission believes that these safeguards and standards should
help to ensure that the listing, and continued listing, of any
Subscription Receipts on NYSE will be consistent with investor
protection, the public interest, and the maintenance of fair and
orderly markets. In this regard, the Commission expects NYSE to
thoroughly review any potential listing of Subscription Receipts to
ensure that its listing standards have been met and continue to be met,
as well as to monitor trading in the Subscription Receipts and related
common stock of the issuer. Based on the foregoing, the Commission
finds that the proposed initial and continued listing standards are
consistent with the Act.
    Finally, the Commission believes that the proposed fees set forth
in Section 902.06 of the Manual are consistent with Section 6(b)(4) of
the Act,\33\ in particular, in that they are designed to provide for
the equitable allocation of reasonable dues, fees, and other charges,
and are not designed to permit unfair discrimination among the
Exchange's members, issuers, and other persons using its facilities.
The Commission notes that the proposed fees are the same as the fees
applicable to similar short term securities under Rule 902.06 of the
Manual.
---------------------------------------------------------------------------

    \33\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

    Based on the above, the Commission believes the proposed rule
change, as amended, is reasonable and should provide for the listing of
Subscription Receipts, with baseline investor protection and other
standards. The Commission believes, as discussed above, that NYSE has
developed sufficient standards to allow the listing of Subscription
Receipts on the Exchange, and finds the proposal consistent with the
requirements set forth under the Act, and in particular, Sections
(6)(b)(4) and 6(b)(5).\34\
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    \34\ 15 U.S.C. 78s(b)(4) and (b)(5).
---------------------------------------------------------------------------

IV. Solicitation of Comments on Amendment No. 1

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether Amendment No. 1
is consistent with the Act. Comments may be submitted by any of the
following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or

     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-NYSE-2017-31 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSE-2017-31. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549, on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the filing will also be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make publicly available. All
submissions should refer to File Number SR-NYSE-2017-31 and should be
submitted on or before November 7, 2017.

V. Accelerated Approval of Proposed Rule Change, as Modified by
Amendment No. 1

    The Commission finds good cause to approve the proposed rule
change, as modified by Amendment No. 1, prior to the 30th day after the
date of publication of the notice of Amendment No. 1 in the Federal
Register. As noted above, in Amendment No. 1, the Exchange amended the
original filing to correct an incorrect reference to the Manual in the
purpose section of the filing, replace the proposed continued listing
standard of 100 total holders with 100 public holders, add two
additional continued listing standards--the 100,000 publicly-held
shares requirement and the 100 public holder requirement--to the
immediate suspension and delisting proceeding provisions of Section 804
of the Manual, and provide a clarification that all Subscription
Receipts convert into primary common stock of the issuer.
    The Commission notes that the revisions in Amendment No. 1 provide
additional clarity and specificity to the proposal and do not raise any
novel regulatory concerns. In addition, the changes to the continued
listing standards strengthen the proposal and are consistent with
investor protection. Finally, the Commission notes that the majority of
the original proposal was not modified and was subject to a full
notice-and-comment period, and no comments were received. Accordingly,
the Commission finds that good cause exists to approve the proposal, as
modified by Amendment No. 1, on an accelerated basis, pursuant to
Section 19(b)(2) of the Act.\35\
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    \35\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

VI. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\36\ that the proposed rule change (SR-NYSE-2017-31), as modified
by Amendment No. 1 thereto, be, and hereby is, approved on an
accelerated basis.
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    \36\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\37\
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    \37\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-22408 Filed 10-16-17; 8:45 am]
BILLING CODE 8011-01-P


American ~` COURTNEY M. PRICE Chemistry VICE PR~ S) D~ NT cH EMSTAK Good Chem/,~ fry Makes It Possible June 25, 2001 ~ y BAND DELWERY TheHonorable Christine T. Whitman Administrator, U. S. Environmental Protection Agency Axiel RiosBuilding 1200 Pennsylvania Avenue, NW WashingtonDC 20460 RE: OPPTS 002741)~ Voluxtta~ yChildrcn's Chemical Evaluation Pro~ ra~ n VCCEP Sponsorsbi~ CommitmentfotEthylene Dichloxide ( CAS No, I07 0~ J Dear Administrator Whitman;

TheAmerica Chemistry Council Vinyl Chloride Health Committee, on behalf of the companies identified below which manufacture ethylene dichioride ( EDC) commits to sponsor EDC in Tier I ofthe pilot Voluntary Children's Chemical Evaluation Program ( VCCEP). 65 Fed. Reg. 81700 718 ( Dec. 26, 2000).

rn njsithig this commitment, the Health Committee is acting voluntarily and not in response to any legally enforceable mandate. The Health Com~ mitteealso emphasizes that EPA has recognized that identification of EDC in the VCCEP pilot " does not mean that EPA has made or will make ~ adetermination that any uses of the chemical pose significant risks to children's health," and that " EPA may ultimately determine that reasonably anticipated exposures and risks from expected uses do not pose any unique or other concerns for children's health and safety" ( 65 Fed. Reg. 81702).

° The EDC producers, through the Health Committee, intend to fulfill this commitrnentby executhg and implementing ( through the HAP Task Force) an Enforceable Consent ~ greement ( ECA) ` pursuant to which they agree to conduct specified toxicity testing in lieu of testing pursuant to the hazardous air pollutants test rule àriginally propoaed by EPA in 1996. These studies will providó new information relevant to an evaluation of the toxicity of EDC. It is intended that this ECA would be signed by HAP Task Force participants and the U. S. Environmental Protection Agency ( EPA) within six months of the date of this letter. The start dates for the toxicity testingand submission dates for the final reports shall be as specified in the ECA.

The Health Committee commits to develop a hazard assessment of Tier 1 and existing higher tier studies ( including the studies to be conducted under the ECA), Tn addition, the Health Committee commits to develop an exposure assessment that meets or exceed~ the ~ r R~ pcnsI~ iIe Care'

300 W~ SOfl~ ou~ evard, ArlIngton, VA 22209 Tht 703 741 5600 Fax 703 741.6091 http:// www. amerIcartchemlstry. com RECEIVED OPPT NCIC 2003 MAR11 5: 03PM OPPT 2003 0010 0040 f~),

Christine T. Whitman June25, 2001 Page 2 requirements for a Tier I Exposure Assessment specified by EPA ( 65 Fed. Reg. 81711). The Health Committee fttrther commits to develop a risk assessment which integrates these hazard and exposure assessments and characterizes the potential risks to children posed by EDC based on the quality and extent of the available data. The Health Committee will also prepare a data needs assessment that includes a weight of the evidence evaluation of the available hazard and exposure information and assesses whether additional information is needed in order to evaluate the potential risk to children. These will be prepared and submitted in a timely fashion following completion oftheECA testing.

Finally, the Health Committee will prepare a Peer Consultation Document consisting of the four components identified above and will provide three bard copies and an electronic copy to EPA. We understand that EPA will make the Document available to a third party scientific organization which will distribute it to the Peer Consultation Group and present the assessments and recommendations to the Group. It is anticipated that the Peer Consultation will result in a report to EPA ( to be prepared by the third party contractor) which will include a recommendation as to whether further testing or evaluation ofEDC under the VCCEP is or is not necessary,

As part of the foregoing activities, the Health Committee commits ( i) to judge existing studies not conducted under Good Laboratory Practices ( GLP) guidelines based on their merits, ( ii) to generate any new hazard data under GLPs and current EPA test guidelines as ofthe date the testing is initiated, and ( iii) to~ make the hazard and exposure data developed publicly available. Should elements of the VCCEP pilot change in the ftture, the Health Committee reserves the right to adjust its commitment accordingly.

We trust that this letter is sufficient to express our commitment to sponsor EDC in the first tier of the VCCEP pilot. This commitment is made on behalf of the following EDC producers:

Formosa Plastics Corporation, U. S. A. Poly One Corporation Georgia Gulf Corporation PPG Industries, Inc Occidental Chemical Corporation The Dow Chemical Company Oxy Vinyls, LP Vulcan Materials Company If, for any reason, this voluntary initiative should not be undertaken by the Health Committee, then any commitment will devolve to the foregoing companies. C~ LJ' CJC) O Clthstine T. Whitman June 25, 2001 Page3 The technical contact for the Health Committee is as follows:

Wendy K. Sherman Manager, Vinyl Chloride Health Committee American Chemistry Council 1300 Wilson Boulevard Arlington, Virginia 22209 ( 703) 741 5639 ( Phone) ( 703) 741 6091 ( Fax) wendysherman@ anieiicanchemistry. corn Please do not hesitate to contact us if there are anyquestions about this commitment.

Si cerely yours,

° Courtney M. Price ° Vice President, CHBMSTAR cc: Charles Auer, Director Chemical Control Division Office ofPollution Prevention and Toxics Steve Johnson, Assistant Administrator Office ofPrevention, Pesticides and Toxic Substances Richard W. LCUkrOth Peter E. Voytek, Ph. D. Caffey Norman VCHC Consortia Members TOTflL P.~ OE~


[Federal Register Volume 78, Number 217 (Friday, November 8, 2013)]
[Rules and Regulations]
[Pages 67013-67015]
[FR Doc No: 2013-25955]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 39

[Docket No. FAA-2013-0927; Directorate Identifier 2013-CE-030-AD;
Amendment 39-17644; AD 2013-22-12]
RIN 2120-AA64

Airworthiness Directives; DG Flugzeugbau GmbH Gliders

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Final rule; request for comments.

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SUMMARY: We are adopting a new airworthiness directive (AD) for all DG
Flugzeugbau GmbH Models DG-800A, DG-800B, DG-500MB gliders. This AD
results from mandatory continuing airworthiness information (MCAI)
issued by the aviation authority of another country to identify and
correct an unsafe condition on an aviation product. The MCAI describes
the unsafe condition as a defective starter motor control unit, which
could activate the starter motor without pressing the starter button.
We are issuing this AD to require actions to address the unsafe
condition on these products.

DATES: This AD is effective November 18, 2013.
    The Director of the Federal Register approved the incorporation by
reference of a certain publication listed in this AD as of November 18,
2013.
    We must receive comments on this AD by December 23, 2013.

ADDRESSES: You may send comments by any of the following methods:
     Federal eRulemaking Portal: Go to http://www.regulations.gov. Follow the instructions for submitting comments.
     Fax:<PHONE_NUMBER>.
     Mail: U.S. Department of Transportation, Docket
Operations, M-30, West Building Ground Floor, Room W12-140, 1200 New
Jersey Avenue SE., Washington, DC 20590.
     Hand Delivery: U.S. Department of Transportation, Docket
Operations, M-30, West Building Ground Floor, Room W12-140, 1200 New
Jersey Avenue SE., Washington, DC 20590, between 9 a.m. and 5 p.m.,
Monday through Friday, except Federal holidays.
    For service information identified in this AD, contact DG-
Flugzeugbau GmbH, 76646 Bruchsal, Germany; telephone: +49 7251 3020
140; fax: +49 7251 3020 269; Internet: http://www.dg-flugzeugbau.de/index.php?id=1329; email<EMAIL_ADDRESS>You may view this
referenced service information at the FAA, Small Airplane Directorate,
901 Locust, Kansas City, Missouri 64106. For information on the
availability of this material at the FAA, call<PHONE_NUMBER>.

Examining the AD Docket

You may examine the AD docket on the Internet at http://www.regulations.gov by searching for and locating it in Docket No. FAA-
2013-0927; or in person at the Docket Management Facility between 9
a.m. and 5 p.m., Monday through Friday, except Federal holidays. The AD
docket contains this AD, the regulatory evaluation, any comments
received, and other information. The street address for the Docket
Office (telephone<PHONE_NUMBER>) is in the ADDRESSES section. Comments
will be available in the AD docket shortly after receipt.

FOR FURTHER INFORMATION CONTACT: Jim Rutherford, Aerospace Engineer,
FAA, Small Airplane Directorate, 901 Locust, Room 301, Kansas City,
Missouri 64106; telephone:<PHONE_NUMBER>; fax:<PHONE_NUMBER>; email:
<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

Discussion

    The European Aviation Safety Agency (EASA), which is the Technical
Agent for the Member States of the European Community, has issued EASA
AD No. 2013-0212, dated September 13, 2013 (referred to after this as
``the MCAI''), to correct an unsafe condition for the specified
products. The MCAI states:

    About 8% of the produced starter motor control units, as
installed in DG-800 and DG-500MB powered sailplanes, have reportedly
been sent in for repair with a defective starter motor control.
Investigation results showed that a short circuit can activate the
starter motor without pressing the starter button.
    This condition, if not corrected, could cause sudden rotation of
the propeller, possibly resulting in injury to the pilot or other
persons.
    To address the potential unsafe condition, DG-Flugzeugbau issues
Technical Note (TN) No. 800/42, 500/06 (single document).
    For the reason described above, this AD requires identification
and replacement of the affected control units.

You may examine the MCAI on the Internet at http://www.regulations.gov
by searching for and locating it in Docket No. FAA-2013-0927.

Relevant Service Information

    DG Flugzeugbau GmbH has issued Technical note No. 800/42, 500/06
(co-published as one document), dated May 29, 2013. The actions
described in this service information are intended to correct the
unsafe condition identified in the MCAI.

FAA's Determination and Requirements of This AD

    This product has been approved by the aviation authority of another
country, and is approved for operation in the United States. Pursuant
to our bilateral agreement with this State of Design Authority, they
have notified us of the unsafe condition described in the MCAI and
service information referenced above. We are issuing this AD because we
evaluated all information provided by the State of Design Authority and
determined the unsafe condition exists and is likely to exist or
develop on other products of the same type design.

FAA's Determination of the Effective Date

    An unsafe condition exists that requires the immediate adoption of
this AD. The FAA has found that the risk to the flying public justifies
waiving notice and comment prior to adoption of this rule because the
starter motor could become activated without pressing the starter
button and cause sudden propeller rotation, which could result in
injury to the pilot and/or other persons. Therefore, we determined that
notice and opportunity for public comment before issuing this AD are
impracticable and that good cause exists for making this amendment
effective in fewer than 30 days.

Comments Invited

    This AD is a final rule that involves requirements affecting flight
safety, and we did not precede it by notice and opportunity for public
comment. We invite you to send any written relevant data, views, or
arguments about this AD. Send your comments to an address listed under
the ADDRESSES section. Include ``Docket No. FAA-2013-0927; Directorate
Identifier 2012-CE-030-AD'' at the beginning of your comments. We
specifically invite comments on the overall regulatory, economic,
environmental, and energy aspects of this AD. We will consider all
comments received by the closing date and may amend this AD because of
those comments.
    We will post all comments we receive, without change, to http://www.regulations.gov, including any personal information you provide. We
will also post a report summarizing each substantive verbal contact we
receive about this AD.

Costs of Compliance

    We estimate that this AD will affect 27 products of U.S. registry.
We also estimate that it will take about .5 work-hour per product to
comply with the basic requirements of this AD. The average labor rate
is $85 per work-hour.
    Based on these figures, we estimate the cost of this AD on U.S.
operators to be $1,147.50, or $42.50 per product.
    In addition, we estimate that any necessary follow-on actions will
take about 2 work-hours and require parts costing $302, for a cost of
$472 per product. We have no way of determining the number of products
that may need these actions.

Authority for This Rulemaking

    Title 49 of the United States Code specifies the FAA's authority to
issue rules on aviation safety. Subtitle I, section 106, describes the
authority of the FAA Administrator. ``Subtitle VII: Aviation
Programs,'' describes in more detail the scope of the Agency's
authority.
    We are issuing this rulemaking under the authority described in
``Subtitle VII, Part A, Subpart III, section 44701: General
requirements.'' Under that section, Congress charges the FAA with
promoting safe flight of civil aircraft in air commerce by prescribing
regulations for practices, methods, and procedures the Administrator
finds necessary for safety in air commerce. This regulation

is within the scope of that authority because it addresses an unsafe
condition that is likely to exist or develop on products identified in
this rulemaking action.

Regulatory Findings

    We determined that this AD will not have federalism implications
under Executive Order 13132. This AD will not have a substantial direct
effect on the States, on the relationship between the national
government and the States, or on the distribution of power and
responsibilities among the various levels of government.
    For the reasons discussed above, I certify that this AD:
    (1) Is not a ``significant regulatory action'' under Executive
Order 12866,
    (2) Is not a ``significant rule'' under the DOT Regulatory Policies
and Procedures (44 FR 11034, February 26, 1979),
    (3) Will not affect intrastate aviation in Alaska, and
    (4) Will not have a significant economic impact, positive or
negative, on a substantial number of small entities under the criteria
of the Regulatory Flexibility Act.

List of Subjects in 14 CFR Part 39

    Air transportation, Aircraft, Aviation safety, Incorporation by
reference, Safety.

Adoption of the Amendment

    Accordingly, under the authority delegated to me by the
Administrator, the FAA amends 14 CFR part 39 as follows:

PART 39--AIRWORTHINESS DIRECTIVES

0
1. The authority citation for part 39 continues to read as follows:

     Authority:  49 U.S.C. 106(g), 40113, 44701.

Sec.  39.13  [Amended]

0
2. The FAA amends Sec.  39.13 by adding the following new AD:

2013-22-12 DG Flugzeugbau GmbH: Amendment 39-17644; Docket No. FAA-
2013-0927; Directorate Identifier 2012-CE-036-AD.

(a) Effective Date

    This airworthiness directive (AD) becomes effective November 18,
2013.

(b) Affected ADs

    None.

(c) Applicability

    This AD applies to DG Flugzeugbau GmbH DG-800A, DG-800B, and DG-
500MB gliders, all serial numbers, certificated in any category.

(d) Subject

    Air Transport Association of America (ATA) Code 80: Engine
Starting.

(e) Reason

    This AD was prompted by mandatory continuing airworthiness
information (MCAI) originated by an aviation authority of another
country to identify and correct an unsafe condition on an aviation
product. The MCAI describes the unsafe condition as a defective
starter motor control, which could activate the starter motor
without pressing the starter button. We are issuing this AD to
prevent sudden propeller rotation, which could result in injury to
the pilot and/or other persons.

(f) Actions and Compliance

    Unless already done, do the actions in paragraphs (f)(1) and
(f)(2) of this AD:
    (1) Within 10 days after November 18, 2013 (the effective date
of this AD), inspect to determine if an unmodified starter control
unit is installed. If an unmodified starter control unit is
installed, remove the unit and replace it with a modified unit. Do
the removal and replacement following the Instructions section of DG
Flugzeugbau GmbH Technical note No. 800/42, 500/06 (co-published as
one document), dated May 29, 2013.
    (2) As of November 18, 2013 (the effective date of this AD), do
not install any starter motor control unit unless it has been
modified and labeled with placard ``MS.''

(g) Other FAA AD Provisions

    The following provisions also apply to this AD:
    (1) Alternative Methods of Compliance (AMOCs): The Manager,
Standards Office, FAA, has the authority to approve AMOCs for this
AD, if requested using the procedures found in 14 CFR 39.19. Send
information to ATTN: Jim Rutherford, Aerospace Engineer, FAA, Small
Airplane Directorate, 901 Locust, Room 301, Kansas City, Missouri
64106; telephone:<PHONE_NUMBER>; fax:<PHONE_NUMBER>; email:
<EMAIL_ADDRESS>Before using any approved AMOC on any glider
to which the AMOC applies, notify your appropriate principal
inspector (PI) in the FAA Flight Standards District Office (FSDO),
or lacking a PI, your local FSDO.
    (2) Airworthy Product: For any requirement in this AD to obtain
corrective actions from a manufacturer or other source, use these
actions if they are FAA-approved. Corrective actions are considered
FAA-approved if they are approved by the State of Design Authority
(or their delegated agent). You are required to assure the product
is airworthy before it is returned to service.

(h) Related Information

    Refer to MCAI European Aviation Safety Agency (EASA) AD No.
2013-0212, dated September 13, 2013, for related information. You
may examine the MCAI on the Internet at http://www.regulations.gov
by searching for and locating it in Docket No. FAA-2013-0927. For
service information related to this AD, contact DG-Flugzeugbau GmbH,
76646 Bruchsal, Germany; telephone: +49 7251 3020 140; fax: +49 7251
3020 269; Internet: http://www.dg-flugzeugbau.de/index.php?id=1329;
email<EMAIL_ADDRESS>You may review copies of the
referenced service information at the FAA, Small Airplane
Directorate, 901 Locust, Kansas City, Missouri 64106. For
information on the availability of this material at the FAA, call
(816) 329-4148.

(i) Material Incorporated by Reference

    (1) The Director of the Federal Register approved the
incorporation by reference (IBR) of the service information listed
in this paragraph under 5 U.S.C. 552(a) and 1 CFR part 51.
    (2) You must use this service information as applicable to do
the actions required by this AD, unless this AD specifies otherwise.
    (i) DG Flugzeugbau GmbH Technical note No. 800/42, dated May 29,
2013.
    (ii) DG Flugzeugbau GmbH Technical note No. 500/06, dated May
29, 2013.

    Note 1 to paragraph (i)(2): DG Flugzeugbau GmbH Technical note
No. 800/42, dated May 29, 2013, and DG Flugzeugbau GmbH Technical
note No. 500/06, dated May 29, 2013, are co-published as one
document.

    (3) For DG-Flugzeugbau GmbH service information identified in
this AD, contact DG-Flugzeugbau GmbH, 76646 Bruchsal, Germany;
telephone: +49 7251 3020 140; fax: +49 7251 3020 269; Internet:
http://www.dg-flugzeugbau.de/index.php?id=1329; email<EMAIL_ADDRESS>    (4) You may view this service information at the FAA, Small
Airplane Directorate, 901 Locust, Kansas City, Missouri 64106. For
information on the availability of this material at the FAA, call
(816) 329-4148.
    (5) You may view this service information that is incorporated
by reference at the National Archives and Records Administration
(NARA). For information on the availability of this material at
NARA, call<PHONE_NUMBER>, or go to: http://www.archives.gov/federal-register/cfr/ibr-locations.html.

    Issued in Kansas City, Missouri, on October 24, 2013.
Earl Lawrence,
Manager, Small Airplane Directorate, Aircraft Certification Service.
[FR Doc. 2013-25955 Filed 11-7-13; 8:45 am]
BILLING CODE 4910-13-P