Van Pool Transportation LLC--Acquisition of Control--NRT Bus, Inc. and Trombly Motor Coach Service Inc.

Topics:  Trombly Motor Coach Service, NRT Bus, Van Pool Transportation

Jeffrey Herzig
Surface Transportation Board
11 August 2021

[Federal Register Volume 86, Number 152 (Wednesday, August 11, 2021)]
[Notices]
[Pages 44126-44128]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-17131]


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SURFACE TRANSPORTATION BOARD

[Docket No. MCF 21095]


Van Pool Transportation LLC--Acquisition of Control--NRT Bus, 
Inc. and Trombly Motor Coach Service Inc.

AGENCY: Surface Transportation Board.

ACTION: Notice tentatively approving and authorizing finance 
transaction.

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SUMMARY: Van Pool Transportation LLC (Applicant), a Delaware limited 
liability company and a noncarrier, has filed an application for 
authority after-the-fact to acquire control of NRT Bus, Inc. (NRT), and 
Trombly Motor Coach Service Inc. (Trombly) from John J. McCarthy 
(Seller).

DATES: Comments may be filed by September 27, 2021. If any comments are 
filed, Applicant may file a reply by October 11, 2021. If no opposing 
comments are filed by September 27, 2021, this notice shall be 
effective on September 28, 2021.

ADDRESSES: Comments may be filed with the Board via e-filing on the 
Board's website. In addition, one copy of any comments must be sent to 
Applicant's representative: Andrew K. Light, Scopelitis, Garvin, Light, 
Hanson & Feary, P.C., 10 W Market Street, Suite 1400, Indianapolis, IN 
46204.

FOR FURTHER INFORMATION CONTACT: Amy Ziehm at (202) 245-0391. 
Assistance for the hearing impaired is available through the Federal 
Relay Service at (800) 877-8339.

SUPPLEMENTARY INFORMATION: The Board is tentatively approving and 
granting after-the-fact authorization of the transaction, and, if no 
opposing comments are timely filed in this docket or in the related 
action, McCarthy--Acquisition of Control--Trombly Motor Coach Service 
Inc., Docket No. MCF 21094, this notice will be the final Board 
action.\1\ According to the application,\2\ Applicant is a Delaware

[[Page 44127]]

limited liability company \3\ that, prior to the transaction, did not 
own or control any passenger motor carriers. (Appl. 2.) Prior to the 
transaction, Seller held all the issued and outstanding equity shares 
of NRT and Trombly, two passenger motor carriers. (Id.) On September 
30, 2019, Seller transferred all his ownership interest in NRT and 
Trombly to Applicant. (Id. at 1.) NRT and Trombly held, and continue to 
hold, interstate passenger motor carrier authority in the United States 
through the Federal Motor Carrier Safety Administration (FMCSA).\4\ 
(Appl. 3.)
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    \1\ In McCarthy--Acquisition of Control--Trombly Motor Coach 
Service Inc., Docket No. MCF 21094, Seller has filed an application 
for after-the-fact authority to acquire Trombly in a transaction 
that occurred in 2013. Today, the Board is tentatively approving 
that transaction. However, if opposing comments are filed in that 
docket, it may necessitate further Board action in this docket as 
well.
    \2\ The application was initially filed on May 4, 2021. On June 
3, 2021, the Board issued a decision requiring Applicant to submit 
additional information in support of its application. Applicant 
filed an unverified supplement to its application on June 30, 2021, 
and a verification to that supplement pursuant to 49 CFR 1182.2(c) 
on July 12, 2021. Therefore, for purposes of calculating the 
procedural schedule and statutory deadlines, the filing date of the 
application is July 12, 2021. See 49 CFR 1182.4(a).
    \3\ Further information about Applicant's corporate structure 
and ownership can be found in the Application. (See Appl. 4; id. at 
Ex. B.)
    \4\ Applicant states it did not seek approval of the transaction 
before it was completed because neither Applicant nor the Seller 
were aware that the transaction was subject to the Board's 
jurisdiction. (Appl. 1.) Applicant now requests that the Board 
approve the transaction after-the-fact. (Id.) The Board has 
permitted parties to obtain after-the-fact licensing authority for a 
transaction when the failure to seek approval was without malice and 
by mistake. See Winthrop Sargent--Aquis. of Control--Plymouth & 
Brockton St. Ry., MCF 21089, slip op. at 2 (STB served Jan. 3, 2020) 
(citing Allied Indus. Dev. Corp.--Pet. for Declaratory Order, FD 
35477, slip. op. at 6 (STB served Sept. 17, 2015), and Gen. Ry.--
Exemption for Acquis. of R.R. Line--in Osceola & Dickinson Cntys., 
Iowa, FD 34867, slip op. at 5 (STB served June 15, 2007)).
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    Applicant provides the following description of the two carriers:
     NRT primarily provides non-regulated student school bus 
transportation services in the Commonwealth of Massachusetts--in the 
counties of Essex, Middlesex, Norfolk, Suffolk, and Worcester--and 
occasionally provides charter services when its buses are not in use 
for school activities. At the time of the transaction, it utilized a 
fleet of approximately 1,320 passenger vehicles, consisting of school 
buses, mini-buses, and passenger vans, and it used approximately 1,400 
drivers. It currently utilizes a fleet of approximately 1,490 passenger 
vehicles, consisting of school buses, mini-buses, and vans; and it uses 
approximately 1,221 drivers. (Suppl. Appl. 2.)
     Trombly primarily provides non-regulated student school 
bus transportation services in the Commonwealth of Massachusetts--in 
the counties of Essex and Middlesex--and occasionally provides charter 
services when its buses are not in use for school activities. At the 
time of the transaction, it utilized a fleet of approximately 266 
passenger vehicles, consisting of school buses, mini-buses, and 
passenger vans, and Trombly used approximately 280 drivers. Currently, 
it utilizes a fleet of approximately 266 passenger vehicles, consisting 
of school buses, mini-buses, and vans, and it uses approximately 142 
drivers. (Id. at 3.) \5\
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    \5\ Additional information about these motor carriers, including 
U.S. Department of Transportation (USDOT) numbers, motor carrier 
numbers, and USDOT safety fitness ratings, can be found in the 
application. (See Appl. 3; id. at Ex. A.)
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    As a result of the transaction, Applicant owned and controlled 100% 
of the equity and voting interest in NRT and Trombly. (Appl. 2.)
    Applicant claims that the transaction has not had, and will not 
have, a material, detrimental impact on the adequacy of transportation 
services available to the public. (Id. at 6.) Since the transaction 
closed on September 30, 2019, the services previously provided by NRT 
and Trombly have continued to be provided by them. (Id. at 5.) 
Applicant represents that it anticipates that the transportation 
services provided to the public by NRT and Trombly will be maintained 
and possibly expanded. (Id. at 5-4.)
    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) total fixed 
charges that result, and (3) the interest of affected carrier 
employees. Applicant has submitted the information required by 49 CFR 
1182.2, including information to demonstrate that the transaction is 
consistent with the public interest under 49 U.S.C. 14303(b), see 49 
CFR 1182.2(a)(7), and a jurisdictional statement under 49 U.S.C. 
14303(g) that the aggregate gross operating revenues of the involved 
carriers exceeded $2 million during the 12-month period immediately 
preceding the filing of the application, see 49 CFR 1182.2(a)(5). 
(Appl. 5.)
    Applicant states that NRT and Trombly have continued to operate 
since the transaction. (Id. at 6.) Applicant represents that the 
transportation services available to the public will be maintained and 
possibly expanded. (Id.) Applicant further represents that it is 
experienced in the same market segments served by NRT and Trombly--non-
regulated student home to school transportation--and, because of 
Applicant's passenger carrier management capacity, the transaction will 
result in improved operating efficiencies, increased equipment 
utilization rates, and cost savings. (Id.; Suppl. Appl. 7.) 
Specifically, the transaction has allowed NRT and Trombly to take 
advantage of increased purchasing power for such items as equipment, 
parts, fuel, and insurance. (Suppl. Appl. 7.) Thus, Applicant states, 
the transaction has helped strengthen the financial position of both 
carriers and has helped them effectively compete with other carriers in 
their respective geographic markets with ``good equipment and sound 
safety records.'' (Id.)
    Applicant states that although the transaction increased fixed 
charges, in the form of interest expenses, the increase has not and 
will not impact the provision of transportation services to the public. 
(Appl. 6-7.)
    Finally, Applicant asserts that the transaction did not have a 
substantial impact on employees or labor conditions because Applicant 
has continued the existing operations of NRT and Trombly. (Id. at 7.) 
According to Applicant, the reduction in the number of drivers used by 
the passenger motor carriers is the results of NRT's and Trombly's 
inability ``to find, hire and retain additional qualified drivers,'' in 
part due to the COVID-19 pandemic. (Suppl. Appl. 8.)
    The Board finds that the acquisition as described in the 
application, as supplemented, is consistent with the public interest 
and should be tentatively approved and authorized after-the-fact. If 
any opposing comments are timely filed, these findings will be deemed 
vacated, and, if a final decision cannot be made on the record as 
developed, a procedural schedule will be adopted to reconsider the 
application. See 49 CFR 1182.6. If no opposing comments are filed by 
the expiration of the comment period,\6\ this notice will take effect 
automatically and will be the final Board action.
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    \6\ As noted in footnote 1, above, if opposing comments are 
filed in MCF 21094, it may necessitate further Board action in this 
docket as well.
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    This action is categorically excluded from environmental review 
under 49 CFR 1105.6(c).
    Board decisions and notices are available at www.stb.gov.
    It is ordered:
    1. The transaction is approved and authorized after-the-fact, 
subject to the filing of opposing comments.
    2. If opposing comments are timely filed, the findings made in this 
notice will be deemed vacated.
    3. This notice will be effective September 28, 2021, unless 
opposing comments are filed by September 27, 2021. If any comments are 
filed,

[[Page 44128]]

Applicant may file a reply by October 11, 2021.
    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 General Counsel, 1200 New Jersey Avenue SE, Washington, DC 
20590.

    Decided: August 5, 2021.

    By the Board, Board Members Begeman, Fuchs, Oberman, Primus, and 
Schultz.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2021-17131 Filed 8-10-21; 8:45 am]
BILLING CODE 4915-01-P