InCo to retain Pacific National under ACCC-approved split

Staff WriterApril 5, 2007, 12:00 amApril 5, 2007

The Australian Competition and Consumer Commission (ACCC) has given Toll Holdings an assurance that its proposed split will be given the green light, subject to several conditions. Under the new terms, Toll has successfully waived its requirement to sell 50% of Pacific National and the requirement to sell its car-carrying business and interest in Prixcar. Toll has until Friday, April 13, to restructure its proposed split, first announced on December 13 last year. Under the proposed variation: &#8226 Infrastructure Co (InCo)will be entitled to retain 100% of Pacific National &#8226 Toll will retain both its vehicle transport business and its interest in PrixCar &#8226 Toll and InCo will each have separate and independent boards of directors and neither company will have a shareholding in the other &#8226 All current directors of Toll &#8211 including Paul Little &#8211 will be required to sell their shareholdings in InCo within an agreed time and all directors of InCo &#8211 including Mark Rowsthorn &#8211 will be required to sell their shareholdings in Toll * There will be restrictions on the ability of Toll or InCo to employ or second senior management of the other company and &#8226 All contracts between Toll and InCo must be on arm’s length and non-exclusive terms. Last month the company sold its east-west rail assets to SCT Logistics, and was granted ACCC approval to sell its Patrick Bass Strait shipping and Tasmanian freight forwarding businesses to SeaRoad Holdings, a group led by trucking mogul Chas Kelly. Toll managing director Paul Little said he was pleased with the development. &#8220I am pleased that Toll and the ACCC have agreed on an acceptable set of undertakings that, when accepted by the ACCC, will address the commission’s competition concerns while allowing Toll to preserve the strategic and financial benefits of the restructure,&#8221 he said in a statement. ACCC chairman Graeme Samuel said the commission would review its position on the split if Toll had not completed the changes by April 13. Toll anticipates the variation to the undertakings will be formally accepted by the commission after April 13. On acceptance, Toll will put the scheme proposal to shareholders, with a view to finalising the restructure toward the end of June 2007.