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WeDriveU, Inc.--Acquisition of Control--TransAction Corporate Shuttle, Inc. Publication: Federal Register Agency: Surface Transportation Board Byline: Jeffrey Herzig Date: 10 November 2022 Subjects: American Government  , Buses
Topic: TransAction Corporate Shuttle, WeDriveU |
[Federal Register Volume 87, Number 217 (Thursday, November 10, 2022)]
[Notices]
[Pages 67990-67991]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-24526]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21102]
WeDriveU, Inc.--Acquisition of Control--TransAction Corporate
Shuttle, Inc.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On October 13, 2022, WeDriveU, Inc. (WeDriveU or Applicant), a
noncarrier, filed an application for WeDriveU to acquire direct control
of an interstate passenger motor carrier, TransAction Corporate
Shuttle, Inc. (TCS), from its sole shareholder, Cynthia C. Fren[eacute]
(Seller). The Board is tentatively approving and authorizing this
transaction. If no opposing comments are timely filed, this notice will
be the final Board action.
DATES: Comments must be filed by December 26, 2022. If any comments are
filed, WeDriveU may file a reply by January 9, 2023. If no opposing
comments are filed by December 26, 2022, this notice shall be effective
on December 27, 2022.
ADDRESSES: Comments may be filed with the Board either via e-filing on
the Board's website or mailing to the Board's offices. Comments may be
e-filed at www.stb.gov/proceedings-actions/e-filing/other-filings/ and
must reference Docket MCF 21102. Mailed comments may be sent to:
Surface Transportation Board, 395 E Street SW, Washington, DC 20423-
0001. In addition, one copy of comments must be sent to WeDriveU'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: According to the application, WeDriveU is a
California corporation headquartered in Burlingame, Cal. (Appl. 2.)
WeDriveU is indirectly and wholly owned and controlled by National
Express Group, PLC (NEG), a publicly held British corporation listed on
the London Stock Exchange since 1992.\1\ NEG does not have interstate
carrier authority. (Id.) NEG owns and controls all equity and voting
interest in the following interstate motor carriers (collectively, the
Affiliate Regulated Carriers) that hold interstate passenger motor
carrier authority: \2\
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\1\ More information about NEG's corporate structure and
ownership can be found in the application. (See Appl. at 2, 8, Ex.
B.)
\2\ Further 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 2-7, Ex. A.)
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A&S Transportation, Inc., which primarily provides non-
regulated student school bus transportation and occasional charter
passenger services in Delaware, Florida, Georgia, Indiana, Louisiana,
and Texas;
Durham School Services, L.P., which primarily provides
non-regulated student school bus transportation and occasional charter
passenger services in 32 states;
Fox Bus Lines Inc., which does business as Silver Fox
Coaches and provides airport shuttle services in Massachusetts;
interstate and intrastate passenger charter services in Massachusetts
and the surrounding areas, and tour services in and to areas of New
York City, Boston, and other parts of New England;
Petermann Ltd., which primarily provides non-regulated
student school bus transportation and occasional charter passenger
services in Ohio;
Petermann STSA, LLC, which primarily provides non-
regulated student school bus transportation and occasional charter
passenger services in Kansas;
Quality Bus Service LLC, which primarily provides non-
regulated student school bus transportation and occasional charter
passenger services in New York's Orange and Ulster counties;
Transit Express Inc., which provides paratransit services
in the Milwaukee, Wis., metropolitan area;
Trinity, Inc., which provides non-regulated student school
bus transportation and motor coach charter passenger services in
southeastern Michigan;
Trinity Student Delivery LLC, which primarily provides
non-regulated student school bus transportation and occasional charter
passenger services in the Toledo and Cleveland areas in Ohio;
WeDriveU America LLC, which provides interstate and
intrastate passenger charter services in Illinois, Indiana, and
surrounding states;
White Plains Bus Company, Inc., which does business as
Suburban
[[Page 67991]]
Paratransit Services and primarily provides non-regulated student
school bus transportation, paratransit, and limited charter services in
Westchester County, N.Y.; and
Wise Coaches, Inc., which provides intrastate passenger
charter and shuttle services in Tennessee and interstate passenger
charter services in Tennessee and surrounding states.
According to the application, NEG also has operating subsidiaries
that provide transportation services not involving regulated interstate
transportation or requiring interstate passenger authority in the
United States (together with the Affiliate Regulated Carriers, the
Applicant Subsidiaries). (Id. at 2.)
The application explains that TCS, the motor carrier being
acquired, is a Massachusetts corporation that provides fixed-route
commuter, municipal shuttle bus, and on-demand transportation services
for employees of businesses and communities in Massachusetts, as well
as minibus, van, and limousine charter services.\3\ (Id. at 7.) TCS
utilizes approximately 103 passenger vehicles and employs approximately
89 drivers. (Id.) TCS holds interstate operating authority under FMCSA
Docket No. MC-522885 and has a USDOT Safety Rating of ``Satisfactory.''
\4\ According to the application, TCS is solely owned by Seller, who
does not directly or indirectly own or control any other interstate
passenger motor carrier. (Id.) WeDriveU says that it will acquire all
issued and outstanding equity stock interest of TCS as a result of this
transaction, which will place TCS under WeDriveU and NEG's control.
(Id. at 8.)
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\3\ WeDriveU states that TCS will convert to an LLC prior to the
closing of the transaction. (Appl. 1 n.1.)
\4\ Additional information about TCS, including information
about operations pursuant to state authority, can be found in the
application. (See id. at 7.)
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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 resulting from the proposed transaction, and (3) the interest
of affected carrier employees. WeDriveU has submitted the information
required by 49 CFR 1182.2, including information demonstrating 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.)
WeDriveU asserts that the proposed transaction is not expected to
have a material, detrimental impact on the adequacy of transportation
services available to the public. (Id. at 9.) WeDriveU states that TCS
will continue to operate and provide its services under the same name
used prior to this transaction, but that it will operate within the NEG
corporate family, which is experienced in passenger transportation
operations. (Id. at 9-10.) WeDriveU explains that the Affiliate
Regulated Carriers operate in some of the same market segments already
served by TCS, so this acquisition 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 to
ensure the provision of adequate service to the public. (Id. at 10.)
WeDriveU also asserts that the addition of TCS to the NEG corporate
family will enhance the viability of the overall NEG organization and
the Applicant Subsidiaries. (Id.)
WeDriveU claims that neither competition nor the public interest
will be adversely affected by this proposed transaction. (See id. at
11-13.) WeDriveU explains that the market for the transportation
services provided by TCS is competitive in the area where TCS operates
due to the significant number of competing local, regional, and
national charter service providers operating within the same area,
including A&A Metro Transportation, M & L Transit Systems, Boston
Coach, Academy Bus, and Local Motion of Boston. (Id. at 12.) In
addition, WeDriveU notes that TCS competes directly with other types of
passenger service providers, including scheduled rail and bus
transportation within the area. (Id.) Finally, WeDriveU states that the
area in which TCS operates is geographically ``dispersed'' from the
service areas of the Affiliate Regulated Carriers and that there is
``very limited overlap'' in the service areas and customer bases among
the Affiliate Regulated Carriers and TCS. (Id. at 13.)
WeDriveU 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, but it maintains that the
increase will not impact the provision of transportation services to
the public. (Id. at 10-11.) WeDriveU also represents that the
transaction is not expected 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 employment benefits. (Id. at
11.) However, WeDriveU acknowledges that staffing redundancies could
result in limited downsizing of back-office or managerial personnel.
(Id.)
Based on WeDriveU'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.
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 December 27, 2022, unless opposing
comments are filed by December 26, 2022. If any comments are filed,
Applicant may file a reply by January 9, 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 Transportation,
Office of the General Counsel, 1200 New Jersey Avenue SE, Washington,
DC 20590.
Decided: November 4, 2022.
By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and
Schultz.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2022-24526 Filed 11-9-22; 8:45 am]
BILLING CODE 4915-01-P