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Van Pool Transportation LLC--Acquisition of Control--PLSIII LLC Publication: Federal Register Agency: Surface Transportation Board Byline: Stefan Rice Date: 17 November 2023 Subjects: American Government  , Buses
Topics: Van Pool Transportation, PLSIII |
[Federal Register Volume 88, Number 221 (Friday, November 17, 2023)]
[Notices]
[Pages 80372-80374]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-25391]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21111]
Van Pool Transportation LLC--Acquisition of Control--PLSIII LLC
AGENCY: Surface Transportation Board.
ACTION: Notice Tentatively Approving and Authorizing Finance
Transaction.
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SUMMARY: On October 19, 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, PLSIII LLC (PLS), by
acquiring all the outstanding equity interests in PLS from Founders
Mobility LLC (Founders), the sole member of PLS. 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 January 2, 2024. If any comments are
filed, Van Pool may file a reply by January 16, 2024. If no opposing
comments are filed by January 2, 2024, this notice shall be effective
on January 3, 2024.
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: Sarah Fancher at (202) 245-0355. 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 equity and voting interest in eight interstate passenger
motor carriers (the Affiliate Regulated Carriers) that are among its
operating subsidiaries. (Id.) 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, Ex. A.)
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NRT Bus, Inc., which primarily provides non-regulated
student transportation services for schools in Massachusetts (Essex,
Middlesex, Norfolk, Suffolk, and Worcester counties), and occasional
charter services;
Trombly Motor Coach Service, Inc., which primarily
provides non-regulated student transportation services for schools in
Massachusetts (Essex and Middlesex counties), and occasional charter
services;
Salter Transportation, Inc., which primarily provides non-
regulated student transportation services for schools 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., d/b/a Travel Kuz, which provides
(i) non-regulated school bus transportation services, (ii) intrastate
and interstate motor coach and limousine charter services, and (iii)
limited intrastate and interstate charter services, all in western
Massachusetts and southern Vermont;
[[Page 80373]]
Alltown Bus Service Inc., which primarily provides non-
regulated student transportation services for schools in the
metropolitan area of Chicago, Ill., and its northern suburbs, and
occasional charter services;
DS Bus Lines, Inc., which primarily provides (i) non-
regulated student transportation services for schools 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; and
Royal Coach Lines, Inc., which primarily provides (i) non-
regulated student transportation services for schools in the
metropolitan area of Westchester County, N.Y., and southern
Connecticut, and (ii) contract and charter transportation 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 8-9.) \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, Ex.
B.)
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The application explains that PLS, the carrier being acquired, is a
New York limited liability company headquartered in Buffalo, N.Y., and
provides the following services: (i) primarily transit disabled
transportation services under contracts with private non-profit
organizations for fixed route and shuttle services in New York
(Buffalo, western New York, Rochester, Utica and surrounding areas, and
Poughkeepsie and surrounding areas), and (ii) very limited group day
trip charter transportation services. (Appl. 7.) The application states
that PLS holds intrastate carrier operating authority issued by the New
York State Department of Transportation, as well as interstate carrier
operating authority under FMCSA Docket No. MC-540425. (Id.) Applicant
states that PLS has no safety rating. (Id.) Applicant states that it
will acquire control of PLS by acquiring all the equity interests in
PLS from Founders, the sole member of PLS. (Id. at 1, 8.)
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, PLS will
continue to provide the same services it currently provides under the
same name; however, going forward, PLS 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 PLS (transit disabled 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 will help to ensure the
provision of adequate service to the public. (Id.) Van Pool also
asserts that the addition of PLS will enhance the viability of
Applicant's organization and its subsidiaries. (Id. at 11.)
Van Pool states that 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 transit disabled transportation market
is competitive in the areas serviced by PLS, and a majority of
contracts for the applicable services are subject to the bidding
processes. (Id.) Van Pool also asserts that it, and all charter service
providers, compete with other modes of passenger transportation,
including rail, low-cost airlines, carpools, and passenger
transportation network companies. (Id.) Van Pool states that there is
virtually no overlap in the service areas and/or customer bases among
the Affiliate Regulated Carriers and PLS. (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 states that
the increase will not impact the provision of transportation services
to the public. (Id. at 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 PLS. (Id.) 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 January 3, 2024, unless opposing
comments are filed by January 2, 2024. If any comments are filed,
Applicant may file a reply by January 16, 2024.
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
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Counsel, 1200 New Jersey Avenue SE, Washington, DC 20590.
Decided: November 8, 2023.
By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and
Schultz.
Stefan Rice,
Clearance Clerk.
[FR Doc. 2023-25391 Filed 11-16-23; 8:45 am]
BILLING CODE 4915-01-P