Post-Effective Amendment No. 1 to Form S-1

As filed with the Securities and Exchange Commission on March 21, 2012

Registration No. 333-176971

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 1

to

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

YRC Worldwide Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   4213   48-0948788
(State or other jurisdiction of
incorporation or organization)
  (Primary Standard Industrial
Classification Code Number)
  (I.R.S. Employer
Identification No.)

10990 Roe Avenue

Overland Park, Kansas 66211

(913) 696-6100

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

Michelle A. Russell

Executive Vice President, General Counsel and Secretary

10990 Roe Avenue

Overland Park, Kansas 66211

(913) 696-6100

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

Copies to:

Dennis M. Myers, P.C.

Kirkland & Ellis LLP

300 North LaSalle

Chicago, IL 60654

(312) 862-2000

 

 

Approximate date of commencement of proposed sale to public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box:  x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. x

This post-effective registration statement amends registration statement number 333-176971.

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   ¨    Accelerated filer   x
Non-accelerated filer   ¨  (Do not check if a smaller reporting company)    Smaller reporting company   ¨

 

 

 


TABLE OF ADDITIONAL REGISTRANTS

 

Exact Name of Co-Registrant as

Specified in its Charter

   State or Other Jurisdiction of
Incorporation or Organization
   I.R.S. Employer
Identification No.

YRC Inc.

   Delaware    34-0492670

Roadway LLC

   Delaware    20-0453812

Roadway Next Day Corporation

   Pennsylvania    23-2200465

YRC Enterprise Services, Inc.

   Delaware    20-0780375

YRC Regional Transportation, Inc.

   Delaware    36-3790696

USF Holland Inc.

   Michigan    38-0655940

USF Reddaway Inc.

   Oregon    93-0262830

USF Glen Moore Inc.

   Pennsylvania    23-2443760

YRC Logistics Services, Inc.

   Illinois    36-3783345

YRC Association Solutions, Inc.

   Delaware    20-3720424

Express Lane Service, Inc.

   Delaware    20-1557186

YRC International Investments, Inc.

   Delaware    20-0890711

USF RedStar LLC

   Delaware    N/A

USF Dugan Inc.

   Kansas    48-0760565

YRC Mortgages, LLC

   Delaware    20-1619478

New Penn Motor Express, Inc.

   Pennsylvania    23-2209533

Roadway Express International, Inc.

   Delaware    34-1504752

Roadway Reverse Logistics, Inc.

   Ohio    34-1738381

USF Bestway Inc.

   Arizona    86-0104184

The address, including zip code and telephone number, including area code, of each additional registrant’s principal executive offices is as shown on the cover page of this Post-Effective Amendment No. 1 to Registration Statement on Form S-1, except the address, including zip code and telephone number, including area code for the principal executive offices of (i) New Penn Motor Express, Inc. is 625 South Fifth Ave., Lebanon, PA 17042, (800) 285-5000, (ii) USF Holland Inc. is 750 East 40 St., Holland, MI 49423, (616) 395-5000 and (iii) USF Reddaway Inc. is 16277 SE 130 Ave., Clackamas, OR 97015, (503) 650-1286. The name, address, including zip code, of the agent for service for each of the additional registrants is Michelle A. Russell, Executive Vice President, General Counsel and Secretary, YRC Worldwide Inc., 10990 Roe Avenue, Overland Park, Kansas 66211.


ADDITION OF EXHIBIT

This Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 was filed to include as an exhibit to registration statement number 333-176971 KPMG LLP’s consent to the use of its reports dated February 28, 2012, with respect to the consolidated financial statements, the related financial statement schedule and the effectiveness of internal control over financial reporting of YRC Worldwide Inc. and its subsidiaries (the “Company”) included in the Annual Report on Form 10-K of the Company for the year ended December 31, 2011 in such registration statement and the related prospectus. KPMG LLP’s report on the consolidated financial statements includes an explanatory paragraph that states that the Company has changed its policy for accounting for tires. KPMG LLP’s report on the consolidated financial statements also includes an explanatory paragraph that states that the Company has experienced recurring net losses from continuing operations and operating cash flow deficits and forecasts that it will not be able to comply with certain debt covenants through 2012 and these conditions raise substantial doubt about the Company’s ability to continue as a going concern. The reports of KPMG LLP were filed in the Prospectus Supplement No. 3 dated February 28, 2012 filed pursuant to Rule 424(b)(3).

 

Item 16. Exhibits and Financial Statement Schedules.

 

  (a) The following exhibits are filed as part of this registration statement or incorporated by reference herein:

 

Exhibit No.

  

Description

23.1*    Consent of KPMG LLP, Independent Registered Public Accounting Firm.

 

* Filed herewith.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Worldwide Inc.
By:                *
 

James L. Welch

Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

James L. Welch

  

Director and Chief Executive Officer

(Principal Executive Officer)

 

February 28, 2012

*

Jamie G. Pierson

  

Executive Vice President and Chief

Financial Officer (Principal Financial Officer)

 

February 28, 2012

*

Paul F. Liljegren

  

Senior Vice President, Controller and Chief

Accounting Officer (Principal Accounting Officer)

 

February 28, 2012

*

Raymond J. Bromark

   Director  

February 28, 2012

*

Douglas A. Carty

   Director  

February 28, 2012

*

Matthew A. Doheny

   Director   February 28, 2012

*

Robert L. Friedman

   Director   February 28, 2012

*

James E. Hoffman

   Director  

February 28, 2012

*

Michael J. Kneeland

  

Director

  February 28, 2012

*

Harry J. Wilson

  

Director

 

February 28, 2012

*

James F. Winestock

   Director   February 28, 2012


* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
  Jeff P. Bennett
  Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Inc.
By:                *
  Phil J. Gaines
  Senior Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer) and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President and Chief

Financial Officer (Principal Financial

and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Enterprise Services, Inc.
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

Roadway LLC
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Manager

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Manager

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

Roadway Next Day Corporation
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Regional Transportation, Inc.
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JAMES L. WELCH        

James L. Welch

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Holland, State of Michigan, on February 28, 2012.

 

USF Holland Inc.
By:                *
 

Daniel L. Olivier

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    MICHAEL NAATZ        

Michael Naatz

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Daniel L. Olivier

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Clackamas, State of Oregon, on February 28, 2012.

 

USF Reddaway Inc.
By:                *
  Thomas S. Palmer
  Vice President—Finance and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Thomas J. O’Connor

  

President and Chief Executive Officer

(Principal Executive Officer) and Director

 

February 28, 2012

*

Thomas S. Palmer

  

Vice President—Finance and Chief Financial Officer

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

USF Glen Moore Inc.
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

President and Secretary

(Principal Executive Officer) and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Logistics Services, Inc.
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

President and Secretary

(Principal Executive Officer) and Director

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Association Solutions, Inc.
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

Express Lane Service, Inc.
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC International Investments, Inc.
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Eric A. Friedlander

  

President (Principal Executive Officer)

and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

USF RedStar LLC
By:                *
 

Paul F. Liljegren

Vice President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

President and Secretary

(Principal Executive Officer) and Manager

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President

(Principal Financial and Accounting Officer)

and Manager

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Manager

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

USF Dugan Inc.
By:                *
 

Paul F. Liljegren

Vice President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

President and Secretary

(Principal Executive Officer) and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

YRC Mortgages, LLC
By:                *
 

Paul F. Liljegren

President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Paul F. Liljegren

  

President (Principal Executive, Financial

and Accounting Officer) and Manager

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Manager

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Manager

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

New Penn Motor Express, Inc.
By:                *
 

Paul F. Liljegren

Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Steven D. Gast

  

President and Chief Executive Officer

(Principal Executive Officer) and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President—Legal and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

Roadway Express International, Inc.
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFFREY A. ROGERS        

Jeffrey A. Rogers

  

President (Principal Executive Officer) and Director

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

Roadway Reverse Logistics, Inc.
By:                *
 

Phil J. Gaines

Senior Vice President—Finance

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

*

Randy Riddell

  

President (Principal Executive Officer)

 

February 28, 2012

*

Phil J. Gaines

  

Senior Vice President—Finance

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

Vice President and Secretary and Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Overland Park, State of Kansas, on February 28, 2012.

 

USF Bestway Inc.
By:                *
 

Paul F. Liljegren

Vice President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 has been signed by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/S/    JEFF P. BENNETT        

Jeff P. Bennett

  

President and Secretary

(Principal Executive Officer) and Director

 

February 28, 2012

*

Paul F. Liljegren

  

Vice President

(Principal Financial and Accounting Officer)

and Director

 

February 28, 2012

/S/    TERRY GERROND        

Terry Gerrond

  

Director

 

February 28, 2012

 

* The undersigned, by signing his name hereto, does execute this Post-Effective Amendment No. 1 to the Registration Statement on Form S-1 on behalf of the persons identified above pursuant to a power of attorney.

 

By:    /S/    JEFF P. BENNETT        
 

Jeff P. Bennett

Attorney-in-Fact