Academy Bus, LLC and Franmar Leasing LLC--Purchase of Certain Assets of Daniel's Charters & Tours LLC |
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Topics: Academy Bus, Daniel's Charters & Tours
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Brendetta S. Jones
Surface Transportation Board
22 February 2018
[Federal Register Volume 83, Number 36 (Thursday, February 22, 2018)]
[Notices]
[Pages 7829-7831]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-03644]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21079]
Academy Bus, LLC and Franmar Leasing LLC--Purchase of Certain
Assets of Daniel's Charters & Tours LLC
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On January 23, 2018, Academy Bus LLC (Academy), a motor
carrier of passengers; Franmar Leasing LLC (Franmar), a non-carrier;
and Daniel's Charters & Tours LLC (Daniel's Charters), a motor carrier
of passengers (collectively, Applicants) jointly filed an
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application for Academy and Franmar to acquire certain properties of
Daniel's Charters. The Board is tentatively approving and authorizing
the transaction, and, if no opposing comments are timely filed, this
notice will be the final Board action. Persons wishing to oppose the
application must follow Board rules.
DATES: Comments must be filed by April 9, 2018. The applicants may file
a reply by April 23, 2018. If no opposing comments are filed by April
9, 2018, this notice shall be effective on April 10, 2018.
ADDRESSES: Send an original and 10 copies of any comments referring to
Docket No. MCF 21079 to: Surface Transportation Board, 395 E Street SW,
Washington, DC 20423-0001. In addition, send one copy of comments to:
Joseph J. Ferrara, Ferrara and Associates, 111 Paterson Avenue,
Hoboken, NJ 07030.
FOR FURTHER INFORMATION CONTACT: Sarah Fancher (202) 245-0355. Federal
Information Relay Service (FIRS) for the hearing impaired: 1-800-877-
8339.
SUPPLEMENTARY INFORMATION: Academy is a motor carrier licensed by the
Federal Motor Carrier Safety Administration (MC-646780) that provides
motor carrier passenger services in Florida and Georgia, with its
principal place of business located in Florida. (Appl. 3, 8.)
Applicants state that Academy (Florida) ESB Trust (Academy Trust), a
non-carrier controlled by Francis Tedesco (the sole trustee), is the
sole member of Academy. According to Applicants, Franmar is a non-
carrier New Jersey limited liability company controlled by the Tedesco
Family ESB Trust (Tedesco Trust), also a non-carrier. Applicants state
that Franmar is exclusively engaged in the ownership and leasing of
passenger motor coaches to Academy and its affiliates.\1\ Applicants
further assert that Daniel's Charters, a licensed motor carrier of
passengers (MC-351188), presently operates interstate charter motor
coach transportation services and tour transportation services
primarily in the state of Georgia. Applicants further state that Jimmy
Cantrell is the majority member and manager of Daniel's Charters.
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\1\ Applicants state that Francis Tedesco and Mark Tedesco are
lifetime beneficiaries of the Tedesco Trust, which controls a New
Jersey company, also called Academy Bus, LLC, a non-carrier and the
sole member of three limited liability company passenger motor
carriers: Academy Express, LLC, Academy Lines, LLC, and Number 22
Hillside, LLC (together, Academy Companies). According to
Applicants, none of the Academy Companies are parties to the
agreement with Daniel's Charters that is the subject of this
application. Applicants state that Franmar and the Tedesco Trust are
commonly controlled by Francis Tedesco and Mark Tedesco. (See Appl.
5-6.)
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Daniel's Charters proposes to sell certain assets used in its motor
coach passenger charter transportation business pursuant to an Asset
Purchase Agreement, dated January 19, 2018. According to Applicants,
this transaction is a result of the business determination made by
Daniel's Charters to permanently withdraw from the motor coach
transportation business and focus its efforts on the continued
development of its tour business operations. Applicants state that,
under the terms of the Asset Purchase Agreement, Academy will acquire
Daniel's Charters' customer lists, charter contracts, telephone
numbers, website, pending motor coach customer contracts existing as of
the closing date, charter contract deposits associated with the pending
contracts, and related assets and intangibles, and Franmar will acquire
32 of 34 motor coaches currently owned by Daniel's Charters. (Appl. 7.)
Under 49 U.S.C. 14303(b), the Board must approve and authorize a
transaction that it finds consistent with the public interest, taking
into consideration at least: (1) The effect of the proposed transaction
on the adequacy of transportation to the public; (2) the total fixed
charges that result; and (3) the interest of affected carrier
employees. Applicants submitted information required by 49 CFR 1182.2,
including information to demonstrate that the proposed transaction is
consistent with the public interest under 49 U.S.C. 14303(b) and a
statement, pursuant to 49 U.S.C. 14303(g), that Academy and its motor
carrier affiliated companies exceeded $2 million in gross operating
revenues for the preceding 12-month period.\2\
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\2\ Applicants with gross operating revenues exceeding $2
million are required to meet the requirements of 49 CFR
1182.2(a)(5).
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Applicants state that this acquisition is in the public interest
because the transaction will not have a materially detrimental impact
on the adequacy of transportation services available to the public.
According to Applicants, Daniel's Charters will be selling all of its
motor coach vehicles that it no longer desires to operate, no operable
motor vehicles will be scrapped by Daniel's Charters, and no new buses
will need to be purchased by Franmar at this time. Thus, Applicants
state that the public would not lose service because the same number of
buses would continue to operate. Applicants state that the transaction
would promote more efficiencies and greater economic use of existing
transportation capital resources, and offer the public continued
service options to those customers of Daniel's Charters in need of such
service.
Applicants also assert that the proposed transaction would not
result in an increase to fixed charges, as the proposed transaction is
expected to be for cash.
Additionally, Applicants state that the proposed transaction would
have no adverse effect on qualified Daniel's Charters' employees at the
locations from which Daniel's Charters operates because Academy will
interview and offer employment opportunities to those employees, which
Applicants claim is ``a necessity to permit Academy to continue to
operate the assets acquired as a carrier.''
According to Applicants, anticompetitive effects would be unlikely
because none of the operable motor vehicles will be scrapped by the
seller and no new buses will need to be purchased by Franmar at this
time. Thus, Applicants state, the same number of buses presently
operated will continue to be operated in Academy's bus operations in
Georgia.\3\
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\3\ The Board notes that the Asset Purchase Agreement contains a
non-compete agreement, which prohibits Daniel's Charters and its
principal, for a period of time, from soliciting or otherwise
competing with Academy in the geographic areas and jurisdictions in
which Daniel's Charters currently conducts its motor coach
operations. (Appl., Ex. at 35.) After a review of the contractual
provision, however, the Board finds that the clause does not appear
to have an anticompetitive effect, on balance, in the market.
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On the basis of the application, the Board finds that the proposed
acquisition is consistent with the public interest and should be
tentatively approved and authorized. If any opposing comments are
timely filed, these findings will be deemed vacated, and, unless a
final decision can be made on the record as developed, a procedural
schedule will be adopted to reconsider the application. See 49 CFR
1182.6(c). If no opposing comments are filed by the expiration of the
comment period, this notice will take effect automatically and will be
the final Board action.
Board decisions and notices are available on our website at
``WWW.STB.GOV.''
This action is categorically excluded from environmental review
under 49 CFR 1105.6(c).
It is ordered:
1. The proposed transaction is approved and authorized, subject to
the filing of opposing comments.
2. If opposing comments are timely filed, the findings made in this
notice will be deemed as having been vacated.
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3. This notice will be effective April 10, 2018, unless opposing
comments are filed by April 9, 2018.
4. A copy of this notice will be served on: (1) The U.S. Department
of Transportation, Federal Motor Carrier Safety Administration, 1200
New Jersey Avenue SE, Washington, DC 20590; (2) the U.S. Department of
Justice, Antitrust Division, 10th Street & Pennsylvania Avenue NW,
Washington, DC 20530; and (3) the U.S. Department of Transportation,
Office of the General Counsel, 1200 New Jersey Avenue SE, Washington,
DC 20590.
Decided: February 15, 2018.
By the Board, Board Members Begeman and Miller.
Brendetta S. Jones,
Clearance Clerk.
[FR Doc. 2018-03644 Filed 2-21-18; 8:45 am]
BILLING CODE 4915-01-P