International Controls Corporation
Encyclopedia
International Controls Corporation (ICC) was an American
holding company
incorporated in 1965. Before being taken private in 1997, its subsidiaries included Checker Motors Corporation
and Great Dane Trailers. It had previously been forced to liquidate many of its holdings after charges of massive securities fraud
against the company's founder, fugitive financier Robert Vesco
.
(1935–2007), an entrepreneur from Detroit, Michigan
. Vesco had secured control of Captive Seal, a valve manufacturer in Fairfield, New Jersey
, and placed its assets and liabilities into the newly formed company. He then acquired Cryogenics Inc., a nearly defunct Florida
-based manufacturer of cryogenic devices founded in 1959. Vesco merged ICC with Cryogenics and reorganized ICC as a public corporation in Florida, thus skirting SEC filing requirements.
Vesco initiated an aggressive expansion of ICC, borrowing heavily to acquire new holdings via hostile takeovers. By the end of 1967, ICC owned Fairfield Aviation (which operated Caldwell-Wright Airport, later renamed Essex County Airport
), ICC Manufacturing (formerly Lowden Machine Co.), The Special Corporation (a precision manufacturer of electronic components), Silber Products, and the Moeller Tool Corporation.
ICC's stock was listed on the American Stock Exchange
in May 1968. Later that year, it acquired the Intercontinental Manufacturing Company, a weapons manufacturer in Garland, Texas
, and made a tender offer for the Electronic Specialty Company, a large manufacturer of aeronautical and electromechanical components. After a series of lawsuits, the acquisition of Electronic Specialty was completed in July 1969.
(IOS), a mutual fund investment firm run by Bernard Cornfield. According to later federal investigations, Vesco transferred money from IOS's mutual funds into various ICC-controlled offshore enterprises. The Securities and Exchange Commission (SEC) launched an inquiry into Vesco's dealings in March 1971. Vesco wanted Richard Nixon
's Attorney General John N. Mitchell
to intercede on his behalf with SEC chairman William J. Casey
, and in April 1972 he sent his counsel, former New Jersey State Senator
Harry L. Sears
, along with ICC president Lawrence Richardson, to deliver a cash contribution of $200,000 to Maurice Stans
, finance chairman for the Committee to Re-elect the President
. The secret payment, made shortly after the enactment of financial disclosure laws under the Federal Election Campaign Act
, was revealed in a pretrial deposition in February 1973.
With criminal charges pending from the SEC investigation, Vesco fled to Costa Rica
in February 1973, accused of stealing $224 million from IOS investments. He sought to maintain control over his 26 percent share of the company, but facing multiple indictments for securities fraud, he never returned to the United States, dying in Havana, Cuba in 2007.
vice admiral, as president and chief executive officer, with Elmer A. Sticco named chief operating officer.
To reduce its debt, the company sold off many of its subsidiaries, leaving behind Datron Systems and American Industries among its major holdings. Financier Arthur M. Goldberg launched a takeover bid in 1985, forming a corporation with Bear Stearns
to acquire the company. Under Goldberg, ICC acquired the trucking firm Transway International Corp. A company bought in the acquisition, Great Dane Trailers Inc., became ICC's sole remaining subsidiary after further holdings were sold off in 1988.
In 1989, Goldberg engineered the reverse takeover
of Checker Motors Corporation
of Kalamazoo, Michigan
, leaving ICC in control of two subsidiaries, Checker Motors and Great Dane Trailers. Later that year, ICC bought South Charleston Stamping and Manufacturing Co. of Charleston, West Virginia
. The stamping plant was sold off in 1996. In 1997, ICC was privatized by Capital Resource Advisors, a Chicago investment firm, leaving Checker Motors Company as a stand-alone private company. Checker Motors declared bankruptcy in 2009.
ICC was renamed Great Dane Holdings Inc. in 1996. All company assets were acquired by CRA Holdings Inc. in 1997.
United States
The United States of America is a federal constitutional republic comprising fifty states and a federal district...
holding company
Holding company
A holding company is a company or firm that owns other companies' outstanding stock. It usually refers to a company which does not produce goods or services itself; rather, its purpose is to own shares of other companies. Holding companies allow the reduction of risk for the owners and can allow...
incorporated in 1965. Before being taken private in 1997, its subsidiaries included Checker Motors Corporation
Checker Motors Corporation
Checker Motors Corporation was a Kalamazoo, Michigan based vehicle manufacturer and tier-one subcontractor that manufactured taxicabs used by Checker Taxi...
and Great Dane Trailers. It had previously been forced to liquidate many of its holdings after charges of massive securities fraud
Securities fraud
Securities fraud, also known as stock fraud and investment fraud, is a practice that induces investors to make purchase or sale decisions on the basis of false information, frequently resulting in losses, in violation of the securities laws....
against the company's founder, fugitive financier Robert Vesco
Robert Vesco
Robert Lee Vesco was a fugitive United States financier. After several years of high stakes investments and seedy credit dealings, Vesco was alleged guilty of securities fraud. He immediately fled the ensuing U.S...
.
Early history
ICC was incorporated in 1965 by Robert VescoRobert Vesco
Robert Lee Vesco was a fugitive United States financier. After several years of high stakes investments and seedy credit dealings, Vesco was alleged guilty of securities fraud. He immediately fled the ensuing U.S...
(1935–2007), an entrepreneur from Detroit, Michigan
Michigan
Michigan is a U.S. state located in the Great Lakes Region of the United States of America. The name Michigan is the French form of the Ojibwa word mishigamaa, meaning "large water" or "large lake"....
. Vesco had secured control of Captive Seal, a valve manufacturer in Fairfield, New Jersey
New Jersey
New Jersey is a state in the Northeastern and Middle Atlantic regions of the United States. , its population was 8,791,894. It is bordered on the north and east by the state of New York, on the southeast and south by the Atlantic Ocean, on the west by Pennsylvania and on the southwest by Delaware...
, and placed its assets and liabilities into the newly formed company. He then acquired Cryogenics Inc., a nearly defunct Florida
Florida
Florida is a state in the southeastern United States, located on the nation's Atlantic and Gulf coasts. It is bordered to the west by the Gulf of Mexico, to the north by Alabama and Georgia and to the east by the Atlantic Ocean. With a population of 18,801,310 as measured by the 2010 census, it...
-based manufacturer of cryogenic devices founded in 1959. Vesco merged ICC with Cryogenics and reorganized ICC as a public corporation in Florida, thus skirting SEC filing requirements.
Vesco initiated an aggressive expansion of ICC, borrowing heavily to acquire new holdings via hostile takeovers. By the end of 1967, ICC owned Fairfield Aviation (which operated Caldwell-Wright Airport, later renamed Essex County Airport
Essex County Airport
Essex County Airport is a public airport located two miles north of the central business district of Caldwell, a borough of northwestern Essex County in the U.S. state of New Jersey...
), ICC Manufacturing (formerly Lowden Machine Co.), The Special Corporation (a precision manufacturer of electronic components), Silber Products, and the Moeller Tool Corporation.
ICC's stock was listed on the American Stock Exchange
American Stock Exchange
NYSE Amex Equities, formerly known as the American Stock Exchange is an American stock exchange situated in New York. AMEX was a mutual organization, owned by its members. Until 1953, it was known as the New York Curb Exchange. On January 17, 2008, NYSE Euronext announced it would acquire the...
in May 1968. Later that year, it acquired the Intercontinental Manufacturing Company, a weapons manufacturer in Garland, Texas
Garland, Texas
-Climate:* The average warmest month is July.* The highest recorded temperature was in 2000.* On average, the coolest month is January.* The lowest recorded temperature was in 1989.* The maximum average precipitation occurs in May....
, and made a tender offer for the Electronic Specialty Company, a large manufacturer of aeronautical and electromechanical components. After a series of lawsuits, the acquisition of Electronic Specialty was completed in July 1969.
SEC investigation
In 1970, Vesco began a takeover bid for Investors Overseas ServiceInvestors Overseas Service
Investors Overseas Services, Ltd. was founded in 1955 by financier Bernard Cornfeld. The company was incorporated outside the United States with funds in Canada and headquartered in Geneva, Switzerland. In the 1960s, the company employed 25,000 people who sold 18 different mutual funds...
(IOS), a mutual fund investment firm run by Bernard Cornfield. According to later federal investigations, Vesco transferred money from IOS's mutual funds into various ICC-controlled offshore enterprises. The Securities and Exchange Commission (SEC) launched an inquiry into Vesco's dealings in March 1971. Vesco wanted Richard Nixon
Richard Nixon
Richard Milhous Nixon was the 37th President of the United States, serving from 1969 to 1974. The only president to resign the office, Nixon had previously served as a US representative and senator from California and as the 36th Vice President of the United States from 1953 to 1961 under...
's Attorney General John N. Mitchell
John N. Mitchell
John Newton Mitchell was the Attorney General of the United States from 1969 to 1972 under President Richard Nixon...
to intercede on his behalf with SEC chairman William J. Casey
William J. Casey
William Joseph Casey was the Director of Central Intelligence from 1981 to 1987. In this capacity he oversaw the entire United States Intelligence Community and personally directed the Central Intelligence Agency ....
, and in April 1972 he sent his counsel, former New Jersey State Senator
New Jersey Senate
The New Jersey Senate was established as the upper house of the New Jersey Legislature by the Constitution of 1844, replacing the Legislative Council. From 1844 until 1965 New Jersey's counties elected one Senator, each. Under the 1844 Constitution the term of office was three years. The 1947...
Harry L. Sears
Harry L. Sears
Harry Lloyd Sears Jr. was an American lawyer and Republican Party politician who served for 10 years in the New Jersey Legislature...
, along with ICC president Lawrence Richardson, to deliver a cash contribution of $200,000 to Maurice Stans
Maurice Stans
Maurice Hubert Stans was an American accountant, high-ranking civil servant, Cabinet member, and political organizer...
, finance chairman for the Committee to Re-elect the President
Committee to Re-elect the President
The Committee for the Re-Election of the President, abbreviated CRP but often mocked by the acronym CREEP, was a fundraising organization of United States President Richard Nixon's administration...
. The secret payment, made shortly after the enactment of financial disclosure laws under the Federal Election Campaign Act
Federal Election Campaign Act
The Federal Election Campaign Act of 1971 is a United States federal law which increased disclosure of contributions for federal campaigns. It was amended in 1974 to place legal limits on the campaign contributions...
, was revealed in a pretrial deposition in February 1973.
With criminal charges pending from the SEC investigation, Vesco fled to Costa Rica
Costa Rica
Costa Rica , officially the Republic of Costa Rica is a multilingual, multiethnic and multicultural country in Central America, bordered by Nicaragua to the north, Panama to the southeast, the Pacific Ocean to the west and the Caribbean Sea to the east....
in February 1973, accused of stealing $224 million from IOS investments. He sought to maintain control over his 26 percent share of the company, but facing multiple indictments for securities fraud, he never returned to the United States, dying in Havana, Cuba in 2007.
Later history
In the wake of Vesco's flight, ICC was left in massive debt and facing several lawsuits. The company was placed under court supervision and was suspended from trading stock. In April 1973, the court-appointed board of directors selected Allen M. Shinn, a recently retired United States NavyUnited States Navy
The United States Navy is the naval warfare service branch of the United States Armed Forces and one of the seven uniformed services of the United States. The U.S. Navy is the largest in the world; its battle fleet tonnage is greater than that of the next 13 largest navies combined. The U.S...
vice admiral, as president and chief executive officer, with Elmer A. Sticco named chief operating officer.
To reduce its debt, the company sold off many of its subsidiaries, leaving behind Datron Systems and American Industries among its major holdings. Financier Arthur M. Goldberg launched a takeover bid in 1985, forming a corporation with Bear Stearns
Bear Stearns
The Bear Stearns Companies, Inc. based in New York City, was a global investment bank and securities trading and brokerage, until its sale to JPMorgan Chase in 2008 during the global financial crisis and recession...
to acquire the company. Under Goldberg, ICC acquired the trucking firm Transway International Corp. A company bought in the acquisition, Great Dane Trailers Inc., became ICC's sole remaining subsidiary after further holdings were sold off in 1988.
In 1989, Goldberg engineered the reverse takeover
Reverse takeover
A reverse takeover or reverse merger is the acquisition of a public company by a private company so that the private company can bypass the lengthy and complex process of going public...
of Checker Motors Corporation
Checker Motors Corporation
Checker Motors Corporation was a Kalamazoo, Michigan based vehicle manufacturer and tier-one subcontractor that manufactured taxicabs used by Checker Taxi...
of Kalamazoo, Michigan
Kalamazoo, Michigan
The area on which the modern city stands was once home to Native Americans of the Hopewell culture, who migrated into the area sometime before the first millennium. Evidence of their early residency remains in the form of a small mound in downtown's Bronson Park. The Hopewell civilization began to...
, leaving ICC in control of two subsidiaries, Checker Motors and Great Dane Trailers. Later that year, ICC bought South Charleston Stamping and Manufacturing Co. of Charleston, West Virginia
Charleston, West Virginia
Charleston is the capital and largest city of the U.S. state of West Virginia. It is located at the confluence of the Elk and Kanawha Rivers in Kanawha County. As of the 2010 census, it has a population of 51,400, and its metropolitan area 304,214. It is the county seat of Kanawha County.Early...
. The stamping plant was sold off in 1996. In 1997, ICC was privatized by Capital Resource Advisors, a Chicago investment firm, leaving Checker Motors Company as a stand-alone private company. Checker Motors declared bankruptcy in 2009.
ICC was renamed Great Dane Holdings Inc. in 1996. All company assets were acquired by CRA Holdings Inc. in 1997.