Frank Sherman, Evergreen Trails, Inc., Cabana Coaches, LLC, TMS West Coast, Inc. and FSCS Corporation--Intra-Corporate Family Transaction Exemption |
---|
|
Jeffrey Herzig
U.S. Department of Transportation
July 26, 2013
[Federal Register Volume 78, Number 144 (Friday, July 26, 2013)]
[Notices]
[Pages 45288-45289]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-17942]
-----------------------------------------------------------------------
DEPARTMENT OF TRANSPORTATION
Surface Transportation Board
[STB Docket No. MCF 21054]
Frank Sherman, Evergreen Trails, Inc., Cabana Coaches, LLC, TMS
West Coast, Inc. and FSCS Corporation--Intra-Corporate Family
Transaction Exemption
Frank Sherman, Evergreen Trails, Inc. (Evergreen), Cabana Coaches,
LLC (Cabana), TMS West Coast, Inc. (TMS), and FSCS Corporation (FSCS)
(collectively, Applicants), have filed a verified notice of exemption
under the Board's class exemption procedures at 49 CFR 1182.9.\1\ The
transaction involves the assignment of assets acquired by Frank Sherman
from Coach America Holdings, Inc. (Coach America),\2\ specifically,
those of Midnight Sun Tours, Inc. (Midnight Sun) and American Coach
Lines of Miami, Inc. (ACL Miami), to Evergreen. Frank Sherman is an
individual who controls motor passenger carriers Evergreen and Cabana
and is the controlling shareholder of noncarrier holding companies FSCS
and TMS. Cabana is owned directly by FSCS and Evergreen is owned
indirectly by FSCS through TMS.
---------------------------------------------------------------------------
\1\ The Board has exempted intra-corporate family transactions
of motor carriers of passengers that do not result in significant
operational changes, adverse changes in service levels, or a change
in the competitive balance with carriers outside the corporate
family in Class Exemption for Motor Passenger Intra-Corporate Family
Transactions, FD 33285 (STB served Feb. 18, 2000).
\2\ See Frank Sherman--Acquisition & Consolidation of Assets--
American Charters, Ltd., MCF 21047 (STB served Sept. 6, 2012).
---------------------------------------------------------------------------
In Docket No. MCF 21047, Applicants indicated that, under the terms
of an asset purchase agreement, TMS would have the right to purchase 12
Coach America subsidiaries and would then assign its right to purchase
to either FSCS or to Evergreen and Cabana. If the right to purchase
were assigned to Evergreen and Cabana, Cabana would receive the right
to purchase and consolidate the assets of Coach-Miami and Midnight Sun
into Cabana; Evergreen would receive the right to purchase and
consolidate the assets of all of the other Coach America subsidiaries
into Evergreen. The Board granted the application by decision served on
September 6, 2012.
Applicants subsequently decided that, primarily for insurance
reasons, it would be more efficient and cost effective to consolidate
the assets of Midnight Sun and ACL Miami into Evergreen rather than
Cabana, as had been contemplated at the time the acquisition
application was filed. Applicants proceeded to assign the assets to
Evergreen and state that the assignment of assets did not affect the
ultimate control of the assets, which remains with Frank Sherman.
This is a transaction within a corporate family of the type
specifically exempted from prior review and approval under 49 CFR
1182.9. Applicants state that the transaction has not and will not
result in any change in service levels, significant operational
changes, or any change in the competitive balance with carriers outside
the corporate family. Applicants also state that (1) the assets of
Midnight Sun and ACL Miami were assigned to Evergreen pursuant to an
Assumption and Assignment Agreement, and (2) the only effect on
employees is that employees that would have been employed by Cabana are
now employed by Evergreen.
The transaction was consummated on October 1, 2012.\3\
---------------------------------------------------------------------------
\3\ Applicants originally notified the Board of this transfer of
assets to Evergreen in a letter filed on October 9, 2012. In a
decision served on June 6, 2013, the Board, noting that this
transfer appeared to be a transaction within a motor carrier family
requiring Board approval, directed Applicants to file with the Board
a notice of exemption under 49 CFR 1182.9 or explain why such a
filing is unnecessary.
---------------------------------------------------------------------------
If the verified notice contains false or misleading information,
the Board shall summarily revoke the exemption and require divestiture.
Petitions to revoke the exemption under 49 U.S.C. 13541(d) may be filed
at any time. See 49 CFR 1182.9(c).
An original and ten copies of all pleadings, referring to Docket
No. MCF 21054, must be filed with the Surface Transportation Board, 395
E Street SW., Washington, DC 20423-0001. In addition, a copy of each
pleading must be served on David H. Coburn, Steptoe & Johnson LLP, 1330
Connecticut Avenue NW., Washington, DC 20036.
Board decisions and notices are available on our Web site at
www.stb.dot.gov.
Decided: July 18, 2013.
[[Page 45289]]
By the Board, Richard Armstrong, Acting Director, Office of
Proceedings.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2013-17942 Filed 7-25-13; 8:45 am]
BILLING CODE 4915-01-P