National Express LLC-Acquisition of Control-White Plains Bus Company, Inc., 79993-79995 [2015-32313]

Agencies

• Surface Transportation Board
• DEPARTMENT OF TRANSPORTATION

[Federal Register Volume 80, Number 246 (Wednesday, December 23, 2015)]
[Notices]
[Pages 79993-79995]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-32313]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. MCF 21065]


National Express LLC--Acquisition of Control--White Plains Bus 
Company, Inc.

AGENCY: Surface Transportation Board, DOT.

ACTION: Notice Tentatively Approving and Authorizing Finance 
Transaction.

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SUMMARY: On November 23, 2015, National Express LLC (National Express 
or Applicant), a non-carrier, filed an application under 49 U.S.C. 
14303 so that it can acquire common control of White Plains Bus 
Company, Inc. (White Plains). 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. Persons wishing to 
oppose the application must follow the rules at 49 CFR 1182.5 and 
1182.8.

DATES: Comments must be filed by February 8, 2016. Applicant may file a 
reply by February 22, 2016. If no comments are filed by February 8, 
2016, this notice shall be effective on February 9, 2016.

ADDRESSES: Send an original and 10 copies of any comments referring to 
Docket No. MCF 21065 to: Surface Transportation Board, 395 E Street 
SW., Washington, DC 20423-0001. In addition, send one copy of comments 
to Applicant's representative: Andrew K. Light, Scopelitis, Garvin, 
Light, Hanson & Feary, P.C., 10 W. Market Street, Suite 1500, 
Indianapolis, IN 46204.

FOR FURTHER INFORMATION CONTACT: Nathaniel Bawcombe (202) 245-0376. 
Federal Information Relay Service (FIRS) for the hearing impaired: 1-
800-877-8339.

SUPPLEMENTARY INFORMATION: Applicant, a non-carrier, states that it is 
a holding company organized under the laws of the state of Delaware. 
According to Applicant, it is indirectly controlled by a British 
corporation, National Express Group, PLC (Express Group). Applicant 
states that Express Group indirectly controls the following passenger 
motor carriers (National Express Affiliated Carriers): Beck Bus 
Transportation Corp. (Beck), Carrier Management Corporation (CMI), 
Durham School Services, L.P. (Durham), MV Student Transportation, Inc. 
(MV), National Express Transit Corporation (NETC), National Express 
Transit Services Corporation (NETSC), Petermann Ltd. (LTD), Petermann 
Northeast LLC (Northeast), Petermann Northwest LLC (Northwest), 
Petermann Southwest LLC (Southwest), Petermann STSA, LLC (STSA), Trans 
Express, Inc. (Trans Express), and Rainbow Management Service Inc. 
(Rainbow).
    Applicant alleges the following facts regarding a number of 
interstate and intrastate for-hire passenger motor carrier authorities 
collectively held by the National Express Affiliated Carriers:
     Beck is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in the states of 
Illinois and Indiana under contracts with regional and local school 
jurisdictions. Beck also provides charter passenger services to the 
public.
     CMI is a passenger motor carrier doing business as 
Matthews Bus Company and is primarily engaged in providing student 
school bus transportation services in the state of Pennsylvania under 
contracts with regional and local school jurisdictions. CMI also 
provides intrastate charter passenger services to the public.
     Durham is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in approximately 
32 states under contracts

[[Page 79994]]

with regional and local school jurisdictions. Durham also provides 
charter passenger services to the public.
     MV is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in the state of 
Missouri under contracts with regional and local school jurisdictions. 
MV also provides charter passenger services to the public.
     NETC is an intrastate passenger motor carrier incorporated 
under the laws of the state of Delaware.
     NETSC is a passenger motor carrier engaged primarily in 
providing intrastate transit services in the areas of Westmoreland, 
Pa.; Arlington, Va.; Greensboro, N.C.; Vallejo, Cal.; and Yuma, Ariz.
     LTD is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in the state of 
Ohio under contracts with regional and local school jurisdictions. LTD 
also provides charter passenger services to the public.
     Northeast is a passenger motor carrier primarily engaged 
in providing student school bus transportation services, primarily in 
the states of Ohio and Pennsylvania under contracts with regional and 
local school jurisdictions. Northeast also provides charter passenger 
services to the public.
     Northwest's principal place of business is located in 
Oakland, Cal.
     Southwest is a passenger motor carrier primarily engaged 
in providing student school bus transportation services in the state of 
Texas under contracts with regional and local school jurisdictions. In 
addition to its core school bus services, Southwest also provides 
charter passenger services to the public.
     STSA is a passenger motor carrier primarily engaged in 
providing student school bus transportation services, primarily in the 
state of Kansas under contracts with regional and local school 
jurisdictions. STSA also provides charter passenger services to the 
public.
     Trans Express provides point-to-point intrastate passenger 
transportation services between the boroughs of Brooklyn and Manhattan 
in the state of New York pursuant to authority provided by the New York 
Department of Transportation. Rainbow provides interstate and 
intrastate charter and special party passenger transportation services 
in the areas of New York City and the state of New York.
    Applicant states that White Plains is a New York corporation that 
holds authority from the Federal Motor Carrier Safety Administration as 
a motor carrier of passengers (MC-160624). Applicant explains that the 
three shareholders of White Plains are Stephen Lennox, Terence Lennox, 
and John Silvanie.\1\
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    \1\ Stephen Lennox, Terence Lennox, and John Silvanie also 
commonly own Suburban Charter Service Inc., a New York corporation, 
which is not part of this transaction.
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    Applicant states that White Plains operates primarily as a provider 
of non-regulated school bus transportation services, transporting 
children to and from school throughout the State of New York. White 
Plains also operates as a motor passenger carrier providing charter 
service to the public using its fleet of buses and vans. White Plains 
maintains a fleet of roughly 264 buses and transit vans and has 
approximately 154 drivers.
    Applicant explains that National Express would assume direct 100 
percent control of White Plains through stock ownership.
    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; and (3) the interest of affected carrier 
employees. Applicant submitted information, as 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), and a statement that the aggregate gross operating revenues 
of the National Express Affiliated Carriers and White Plains exceeded 
$2 million for the preceding 12-month period. See 49 U.S.C. 14303(g).
    Applicant submits that the proposed transaction would have no 
significant impact on the adequacy of transportation services to the 
public. According to Applicant, White Plains would continue to provide 
the services it currently provides using the same names for the 
foreseeable future. Applicant states that White Plains ``will continue 
to operate, but going forward, it will be operating within the National 
Express corporate family, an organization already thoroughly 
experienced in passenger transportation operations.'' (Appl. 10.)
    Applicant states that ``[t]he addition of [White Plains] to the 
National Express group is consistent with the practices within the 
passenger motor carrier industry of strong, well-managed transportation 
organizations adapting their corporate structure to operate several 
different passenger carriers within the same market niche but in 
different geographic areas.'' (Appl. 10.) Applicant asserts that White 
Plains is experienced in some of the same market segments already 
served by National Express and some of the National Express Affiliated 
Carriers. Applicant expects the transaction to result in operating 
efficiencies and cost savings derived from economies of scale, all of 
which would help to ensure the provision of adequate service to the 
public.
    Applicant also submits that, ``[b]ringing [White Plains] within the 
National Express family will serve to enhance the viability of the 
overall National Express organization'' and therefore the continued 
availability of adequate passenger transportation service for the 
public. (Appl. 11.)
    Applicant further claims that neither competition nor the public 
interest would be adversely affected. According to Applicant, White 
Plains is a relatively small carrier in the overall markets in which it 
competes: intrastate point-to-point passenger service, and interstate 
and intrastate charter and special party passenger service. Applicant 
states that school bus operators typically occupy a limited portion of 
the charter business because (i) the equipment offered is not as 
comfortable as that offered by motor coach operators; and (ii) 
scheduling demands imposed by the primary school bus operation impose 
major constraints on charter services that can be offered by school bus 
operators. Applicant argues that even as a provider of charter 
services, White Plains operates a small fleet that does not have market 
power. It explains that the charter operations of White Plains are 
geographically dispersed and there is little overlap in service areas 
and/or in customer bases between the National Express Affiliated 
Carriers and White Plains.
    Applicant asserts there are no fixed charges associated with the 
contemplated transaction or the proposed acquisition of control. 
Applicant also states that it does not anticipate a measurable 
reduction in force or changes in compensation and benefits, though some 
limited downsizing of back office or managerial level personnel could 
occur.
    The Board finds that the acquisition 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(c). If no opposing 
comments are filed by the

[[Page 79995]]

expiration of the comment period, this notice will take effect 
automatically and will be the final Board action.
    Board decisions and notices are available on our Web site at 
``WWW.STB.DOT.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 February 9, 2016, unless opposing 
comments are filed by February 8, 2016.
    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: December 17, 2015.

    By the Board, Chairman Elliott, Vice Chairman Begeman, and 
Commissioner Miller.
Tia Delano,
Clearance Clerk.
[FR Doc. 2015-32313 Filed 12-22-15; 8:45 am]
BILLING CODE 4915-01-P