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Van Pool Transportation, LLC--Acquisition of Control--DS Bus Lines, Inc. Publication: Federal Register Signing Official: Kenyatta Clay Agency: Surface Transportation Board Date: 19 August 2022 Topic: Van Pool Transportation, DS Bus Lines  
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[Federal Register Volume 87, Number 160 (Friday, August 19, 2022)]
[Notices]
[Pages 51186-51188]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-17872]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21101]
Van Pool Transportation, LLC--Acquisition of Control--DS Bus
Lines, Inc.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On July 21, 2022, Van Pool Transportation LLC (Van Pool or
Applicant), a noncarrier, filed an application for Van Pool to acquire
indirect control of an interstate passenger motor carrier, DS Bus
Lines, Inc. (DS Bus), by acquiring Kincaid Group Holdings, Inc.
(Holdings), from the shareholders of Holdings. 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.
DATES: Comments must be filed by October 3, 2022. If any comments are
filed, Van Pool may file a reply by October 17, 2022. If no opposing
comments are filed by October 3, 2022, this notice shall be effective
on October 4, 2022.
ADDRESSES: Comments may be filed with the Board either via e-filing or
in writing addressed to: Surface Transportation Board, 395 E Street SW,
Washington, DC 20423-0001. In addition, send one copy of comments to
Van Pool'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: Nathaniel Bawcombe at (202) 245-0376.
Assistance for the hearing impaired is available through the Federal
Relay Service at (800) 877-8339.
SUPPLEMENTARY INFORMATION: According to the application, Van Pool is a
limited liability company organized under Delaware law and
headquartered in Wilbraham, Mass. (Appl. 2.) Van Pool states that it
owns and controls all of the equity and voting interest in the
following interstate passenger motor carriers (collectively, the
Affiliate Regulated Carriers) that hold interstate passenger motor
carrier authority, (id. at 3-4):\1\
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\1\ 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 id. at 3-4; id. at Ex. A.)
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NRT Bus, Inc. (NRT), which primarily provides non-
regulated student school bus transportation services in Massachusetts
(Essex,
[[Page 51187]]
Middlesex, Norfolk, Suffolk, and Worcester counties), and occasional
charter services;
Trombly Motor Coach Service, Inc. (Trombly), which
primarily provides non-regulated school bus transportation services in
Massachusetts (Essex and Middlesex counties) and occasional charter
services;
Salter Transportation, Inc. (Salter), which primarily
provides non-regulated school bus transportation services in
Massachusetts (Essex County) and southern New Hampshire, and occasional
charter services; and
Easton Coach Company, LLC (Easton), which provides (i)
intrastate paratransit, shuttle, and line-run services under contracts
with regional transportation authorities and other organizations,
primarily in New Jersey and eastern Pennsylvania, and (ii) private
charter motor coach and shuttle services (interstate and intrastate),
primarily in eastern Pennsylvania.\2\
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\2\ In Van Pool Transportation LLC--Acquisition of Control--
Alltown Bus Service, Inc., Docket No. MCF 21100, Van Pool filed an
application to acquire motor carrier Alltown Bus Service, Inc., and
in Van Pool Transportation LLC--Acquisition of Control--F.M.
Kuzmeskus, Inc., Docket No. MCF 21099, Van Pool filed an application
to acquire motor carrier F.M. Kuzmeskus, Inc. On July 14, 2022, the
Board tentatively approved both of those applications. Absent any
opposing comments, the authorizations of those transactions will
become effective on August 29, 2022.
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According to the application, Van Pool also has operating
subsidiaries that provide transportation services that do not involve
regulated interstate transportation or require interstate passenger
authority (together with the Affiliate Regulated Carriers, the
Applicant Subsidiaries), primarily in the northeastern portion of the
United States. (Appl. 2-3; id. at Ex. B.) Van Pool states that it is
indirectly owned and controlled by investment funds affiliated with
Audax Management Company, LLC, a Delaware limited liability company.
(Id. at 7.) \3\
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\3\ Further information about the Applicant's corporate
structure and ownership can be found in the application. (See Appl.
6; id. at Ex. B.)
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The application explains that DS Bus, the carrier being acquired,
is a Kansas corporation that provides the following services: (i) non-
regulated school bus transportation services in the Kansas cities of
Beloit, Kansas City, Lincoln, Olathe, and Shawnee; the metropolitan
area of Denver, Colo.; the metropolitan area of Tulsa, Okla.; and the
Missouri cities of Belton and Smithville; (ii) occasional charter
services at times when its vehicles are not in use for school
activities; and (iii) intrastate employee shuttle service between
Amarillo and Cactus, Tex., for employees of JBS USA, and between Denver
and Fort Morgan, Colo., for employees of Cargill. (Id. at 5-6.) The
application states that DS Bus uses approximately 545 vehicles and
employs approximately 600 drivers in providing its services, holds
interstate operating authority under FMCSA Docket No. MC-962756, and
has no USDOT Safety Rating. (Id.) \4\ According to the application, all
of the issued and outstanding shares of DS Bus are held by Holdings,
which does not own or control any interstate passenger motor carrier
other than DS Bus. (Id. at 5.) Van Pool represents that, through this
transaction, it will acquire Holdings from the shareholders of
Holdings, the effect of which will be to place DS Bus under the control
of Van Pool. (Id. at 1, 6.)
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\4\ Additional information about DS Bus, including information
about operations pursuant to state authority, can be found in the
application. (See id. at 5-6.)
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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 from the proposed transaction, and (3) the interest
of affected carrier employees. Van Pool has submitted the 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), 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). (See Appl. 7-13.)
Van Pool asserts that the proposed transaction will not have a
material, detrimental impact on the adequacy of transportation services
available to the public. (Id. at 8.) Van Pool states that DS Bus will
continue to provide the same services it currently provides under the
same name but will operate as a subsidiary of Van Pool, which is
experienced in passenger transportation operations. (Id.) Van Pool
explains that it is experienced in the same market segments served by
DS Bus and that the transaction is expected to result in improved
operating efficiencies, increased equipment utilization rates, and cost
savings derived from economies of scale, all of which will help ensure
the provision of adequate service to the public. (Id. at 9.) Van Pool
also asserts that adding DS Bus to its corporate family will enhance
the viability of Van Pool's organization and the Applicant
Subsidiaries. (Id.)
Van Pool claims that neither competition nor the public interest
will be adversely affected by the proposed transaction. (Id. at 10-12.)
Van Pool explains that the market for the transportation services
provided by DS Bus is competitive in the areas where it operates. (Id.
at 12.) Specifically, Applicant states that school bus services are
often outsourced under contracts using competitive bidding processes
and that competitors of DS Bus include AM Bus Company, First Student,
National Express-Durham, North American Central School Bus, and United
Quick Transportation. (Id.) As to charter services, Van Pool states
that DS Bus competes directly with the above-mentioned school bus
service providers as well as passenger charter service providers that
operate in the same areas as DS Bus. (Id.) Applicant further notes that
all charter service providers, including DS Bus, compete with other
modes of passenger transportation, including rail, low-cost airlines,
and passenger transportation network companies. (Id.) Van Pool also
states that areas in which DS Bus operates are geographically
``dispersed'' from the service areas of the Affiliate Regulated
Carriers and that there is virtually no overlap in the service areas
and customer bases among the Affiliate Regulated Carriers and DS Bus.
(Id.)
Van Pool states that the proposed transaction will increase fixed
charges in the form of interest expenses because funds will be borrowed
to assist in financing the transaction; however, Van Pool maintains
that the increase will not impact the provision of transportation
services to the public. (Id. at 9.) Van Pool also asserts that it does
not expect the transaction to have substantial impacts on employees or
labor conditions, and it does not anticipate a measurable reduction in
force or changes in compensation levels or benefits at DS Bus. (Id. at
10.) Van Pool submits, however, that staffing redundancies could result
in limited downsizing of back-office or managerial-level personnel.
(Id.)
The Board finds that the acquisition as proposed in the application
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. If no
[[Page 51188]]
opposing comments are filed by expiration of the comment period, this
notice will take effect automatically and will be the final Board
action.
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 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 vacated.
3. This notice will be effective October 4, 2022, unless opposing
comments are filed by October 3, 2022. If any comments are filed,
Applicant may file a reply by October 17, 2022.
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: August 15, 2022.
By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and
Schultz.
Kenyatta Clay,
Clearance Clerk.
[FR Doc. 2022-17872 Filed 8-18-22; 8:45 am]
BILLING CODE 4915-01-P