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Van Pool Transportation LLC--Acquisition of Control--Royal Coach Lines, Inc. Publication: Federal Register Agency: Surface Transportation Board Byline: Aretha Laws-Byrum Date: 14 June 2023 Subjects: American Government  , Buses
Topics: Royal Coach Lines, Van Pool Transportation |
[Federal Register Volume 88, Number 114 (Wednesday, June 14, 2023)]
[Notices]
[Pages 38930-38932]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-12706]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21107]
Van Pool Transportation LLC--Acquisition of Control--Royal Coach
Lines, Inc.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On May 15, 2023, Van Pool Transportation LLC (Van Pool or
Applicant), a noncarrier, filed an application for Van Pool to acquire
control of an interstate passenger motor carrier, Royal Coach Lines,
Inc. (Royal Coach), by acquiring all of the outstanding equity shares
from Steven DiPaolo, the sole shareholder of Royal Coach. 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 July 31, 2023. If any comments are
filed, Van Pool may file a reply by August 14, 2023. If no opposing
comments are filed by July 31, 2023, this notice shall be effective on
August 1, 2023.
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: Valerie Quinn at (202) 740-5567. If
you require an accommodation under the Americans with Disabilities Act,
please call (202) 245-0245.
SUPPLEMENTARY INFORMATION: According to the application, Van Pool is a
limited liability company organized under Delaware law and
headquartered in Wilbraham, Mass. (Appl. 2.) Applicant states that it
is not a federally regulated carrier but that it indirectly owns and
controls all of the equity and voting interest in seven interstate
passenger motor carriers that are among its operating subsidiaries (the
Affiliate Regulated Carriers). (Id. at 2.) The Affiliate Regulated
Carriers are as follows \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 Appl. 3-6; id. at Ex. A.)
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NRT Bus, Inc., which primarily provides non-regulated
student school bus transportation services in Massachusetts (Essex,
Middlesex, Norfolk, Suffolk, and Worcester counties), and occasional
charter services;
Trombly Motor Coach Service, Inc., which primarily
provides non-regulated school bus transportation services in
Massachusetts (Essex and Middlesex counties), and occasional charter
services;
Salter Transportation, Inc., which primarily provides non-
regulated school bus transportation services in Massachusetts (Essex
County) and southern New Hampshire, and occasional charter services;
Easton Coach Company, LLC, 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;
F.M. Kuzmeskus, Inc., which provides (i) non-regulated
school bus transportation services in western Massachusetts and
southern Vermont, (ii) intrastate and interstate motor coach and
limousine charter services, and (iii) limited intrastate and interstate
charter services;
Alltown Bus Service, Inc., which primarily provides non-
regulated school bus transportation services in the
[[Page 38931]]
metropolitan area of Chicago, Ill., and its northern suburbs, and
occasional charter services; and
DS Bus Lines, Inc., which primarily provides (i) non-
regulated school bus transportation services in Kansas (Beloit, Kansas
City, Lincoln, Olathe, and Shawnee), Missouri (Belton and Smithville),
Colorado (the metropolitan area of Denver), and Oklahoma (the
metropolitan area of Tulsa), (ii) intrastate employee shuttle services
in Colorado and Texas, and (iii) occasional charter services.\2\
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\2\ In Van Pool Transportation LLC--Acquisition of Control--
Local Motion, Inc., MCF 21104 (STB served Feb. 10, 2023), Applicant
received approval to acquire control of Local Motion, Inc., which
became effective on March 28, 2023, but Applicant states that it has
not yet completed the transaction. (Appl. 3 n.4.)
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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, primarily in the northeastern and central portions of the
United States. (Appl. 2-3.) 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 8.) \3\
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\3\ Further information about Applicant's corporate structure
and ownership can be found in the application. (See Appl. 8-9; id.
at Ex. B.)
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The application explains that Royal Coach, the carrier being
acquired, is a New York corporation headquartered in Yonkers, N.Y., and
provides the following services: (i) primarily non-regulated school bus
transportation services under contracts with schools in the
metropolitan area of Westchester County, N.Y., and southern Connecticut
(Westchester Area), and (ii) contract and charter transportation
services in the Westchester Area for activities such as summer camps,
events, group trips, and other activities, utilizing the same buses and
vans at times when those vehicles are not in use for school activities.
(Id. at 6-7.) According to the application, less than 1% of Royal
Coach's charter revenue was derived from regulated interstate moves.
(Id. at 7.) The application states that Royal Coach holds intrastate
contract carrier and charter carrier operating authorities issued by
the New York State Department of Transportation, as well as interstate
carrier operating authority under FMCSA Docket No. MC-139888 and a
safety rating of ``Satisfactory.'' (Id. at 6.) Van Pool states that it
will acquire control of Royal Coach by acquiring all of the outstanding
equity shares from Steve DiPaolo, the sole shareholder of Royal Coach.
(Id. at 1, 6.)
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. 9-13.)
Van Pool asserts that the proposed transaction will not have a
material, detrimental impact on the adequacy of transportation services
available for the public. (Id. at 10.) According to Van Pool, Royal
Coach will continue to provide the same services it currently provides
under the same name; however, going forward, Royal Coach will operate
within the holdings of Applicant, an organization thoroughly
experienced in passenger transportation operations. (Id.) Van Pool
states that it is experienced in the same market segments served by
Royal Coach (school bus transportation and private charter
transportation) and that the passenger carrier management capacity of
Applicant is expected to result in improved operating efficiencies,
increased equipment utilization rates, and cost savings derived from
economies of scale, which in turn will help to ensure the provision of
adequate service to the public. (Id.) Van Pool also asserts that the
addition of Royal Coach will enhance the viability of Applicant's
organization and its subsidiaries. (Id.)
Van Pool states the impact of the transaction on the regulated
motor carrier industry will be minimal at most and that neither
competition nor the public interest will be adversely affected. (Id. at
13.) According to Van Pool, the school bus transportation market is
competitive in the Westchester Area, with several local, regional, and
national school bus service providers in operation. (Id. at 12.) Van
Pool also asserts that a number of passenger charter transportation
providers serve the Westchester Area. (Id. at 12-13.) In addition, Van
Pool asserts that all charter service providers, including Royal Coach,
compete with other modes of passenger transportation, including rail,
low-cost airlines, carpools, and passenger transportation network
companies. (Id. at 13.) Van Pool states that there is virtually no
overlap in the service areas and/or customer bases among the Affiliate
Regulated Carriers and Royal Coach. (Id.)
Van Pool asserts 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 10-11.) 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
Royal Coach. (Id. at 11.) Van Pool submits, however, that staffing
redundancies could result in limited downsizing of back-office and/or
managerial-level personnel. (Id.)
Based on Van Pool's representations, 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 opposing comments are filed by
expiration of the comment period, this notice will take effect
automatically and will be the final Board action in this proceeding.
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 August 1, 2023, unless opposing
comments are filed by July 31, 2023. If any comments are filed,
Applicant may file a reply by August 14, 2023.
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
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Transportation, Office of the General Counsel, 1200 New Jersey Avenue
SE, Washington, DC 20590.
Decided: June 8, 2023.
By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and
Schultz.
Aretha Laws-Byrum,
Clearance Clerk.
[FR Doc. 2023-12706 Filed 6-13-23; 8:45 am]
BILLING CODE 4915-01-P