Kelsian USA Inc.-Acquisition of Control-AAAHI Topco Corporation, 23115-23117 [2023-07919]

Download as PDF Federal Register / Vol. 88, No. 72 / Friday, April 14, 2023 / Notices Garde: The Modern Landscape’’ at The Art Institute of Chicago, in Chicago, Illinois, and at possible additional exhibitions or venues yet to be determined, are of cultural significance, and, further, that their temporary exhibition or display within the United States as aforementioned is in the national interest. I have ordered that Public Notice of these determinations be published in the Federal Register. FOR FURTHER INFORMATION CONTACT: Elliot Chiu, Attorney-Adviser, Office of the Legal Adviser, U.S. Department of State (telephone: 202–632–6471; email: section2459@state.gov). The mailing address is U.S. Department of State, L/ PD, 2200 C Street NW (SA–5), Suite 5H03, Washington, DC 20522–0505. SUPPLEMENTARY INFORMATION: The foregoing determinations were made pursuant to the authority vested in me by the Act of October 19, 1965 (79 Stat. 985; 22 U.S.C. 2459), E.O. 12047 of March 27, 1978, the Foreign Affairs Reform and Restructuring Act of 1998 (112 Stat. 2681, et seq.; 22 U.S.C. 6501 note, et seq.), Delegation of Authority No. 234 of October 1, 1999, Delegation of Authority No. 236–3 of August 28, 2000, and Delegation of Authority No. 523 of December 22, 2021. Scott Weinhold, Principal Deputy Assistant Secretary for Educational and Cultural Affairs, Bureau of Educational and Cultural Affairs, Department of State. [FR Doc. 2023–07880 Filed 4–13–23; 8:45 am] BILLING CODE 4710–05–P DEPARTMENT OF STATE [Public Notice: 12012] 60-Day Notice of Proposed Information Collection: State Assistance Management System (SAMS) Domestic Results Monitoring Module Notice of request for public comment. ACTION: The Department of State is seeking Office of Management and Budget (OMB) approval for the information collection described below. In accordance with the Paperwork Reduction Act of 1995, we are requesting comments on this collection from all interested individuals and organizations. The purpose of this notice is to allow 60 days for public comment preceding submission of the collection to OMB. DATES: The Department will accept comments from the public up to June 13, 2023. ADDRESSES: ddrumheller on DSK120RN23PROD with NOTICES1 SUMMARY: VerDate Sep<11>2014 17:45 Apr 13, 2023 Jkt 259001 You may submit comments by any of the following methods: • Web: Persons with access to the internet may comment on this notice by going to www.Regulations.gov. You can search for the document by entering ‘‘Docket Number: DOS–2023–0009’’ in the Search field. Then click the ‘‘Comment Now’’ button and complete the comment form. • Email: millerml@state.gov. • Regular Mail: Send written comments to: Matthew Miller, Bureau of Administration, Office of Logistics Management, 1800 N.Kent Street, Arlington, VA 22209. You must include the DS form number (if applicable), information collection title, and the OMB control number in any correspondence. FOR FURTHER INFORMATION CONTACT: Direct requests for additional information regarding the collection listed in this notice, including requests for copies of the proposed collection instrument and supporting documents, to Matthew Miller, ServiceNow Team Lead, U.S. Department of State, Bureau of Administration, Office of Logistics Management (A/LM), Suite 1200, 1800 N Kent Street, Arlington, VA. He may be reached by phone at (703) 875–4317 or by email at millerml@state.gov. SUPPLEMENTARY INFORMATION: • Title of Information Collection: State Assistance Management System (SAMS) Domestic Results Monitoring Module. • OMB Control Number: 1405–0183. • Type of Request: Extension of a currently approved collection. • Originating Office: Bureau of Administration, Office of Logistic Management (A/LM). • Form Number: DS–4127. • Respondents: Recipients of Department of State grants. • Estimated Number of Respondents: 240. • Estimated Number of Responses: 960. • Average Time per Response: 20 hours. • Total Estimated Burden Time: 19,200 hours. • Frequency: Quarterly. • Obligation to Respond: Mandatory. We are soliciting public comments to permit the Department to: • Evaluate whether the proposed information collection is necessary for the proper functions of the Department. • Evaluate the accuracy of our estimate of the time and cost burden for this proposed collection, including the validity of the methodology and assumptions used. • Enhance the quality, utility, and clarity of the information to be collected. PO 00000 Frm 00120 Fmt 4703 Sfmt 4703 23115 • Minimize the reporting burden on those who are to respond, including the use of automated collection techniques or other forms of information technology. Please note that comments submitted in response to this Notice are public record. Before including any detailed personal information, you should be aware that your comments as submitted, including your personal information, will be available for public review. Abstract of Proposed Collection In compliance with OMB Guidelines contained in 2 CFR 200, recipient organizations are required to provide, and the U.S. Department of State is required to collect, periodic program and financial performance reports. The responsibility of the Department to track and monitor the programmatic and financial performance necessitates a database that can help facilitate this in a consistent and standardized manner. The SAMS Domestic Results Monitoring Module enables enhanced monitoring and evaluation of grants through standardized collection and storage of relevant award elements, such as quarterly progress reports, workplans, results monitoring plans, grant agreements, and other business information related to implementers. The SAMS Domestic Results Monitoring Module streamlines communication with implementers and allows for rapid identification of information gaps for specific projects. Methodology Information will be electronically entered into SAMS Domestic by respondents. Nathalie B. Stevens, Division Director, Office of Logistic Management, Department of State. [FR Doc. 2023–07874 Filed 4–13–23; 8:45 am] BILLING CODE 4710–24–P SURFACE TRANSPORTATION BOARD [Docket No. MCF 21106] Kelsian USA Inc.—Acquisition of Control—AAAHI Topco Corporation Surface Transportation Board. Notice tentatively approving and authorizing finance transaction. AGENCY: ACTION: On March 15, 2023, Kelsian USA Inc., (Kelsian USA), a noncarrier, filed an application to acquire from AAAHI Holdings LLC (Seller), a noncarrier, the motor carrier assets and direct control of AAAHI Topco Corporation (Topco). Topco is a SUMMARY: E:\FR\FM\14APN1.SGM 14APN1 ddrumheller on DSK120RN23PROD with NOTICES1 23116 Federal Register / Vol. 88, No. 72 / Friday, April 14, 2023 / Notices noncarrier that indirectly wholly owns and controls the following passenger motor carriers: First Class Transportation LLC, Ace Express Coaches LLC, Hotard Coaches, Inc., Lux Bus America Co., Industrial Bus Lines, Inc. d/b/a All Aboard America, and SureRide Charter Inc. d/b/a Sun Diego Charter Co. (collectively, Regulated Carriers). 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 may be filed by May 26, 2023. If any comments are filed, Kelsian USA may file a reply by June 13, 2023. If no opposing comments are filed by May 26, 2023, this notice shall be effective on May 27, 2023. ADDRESSES: Comments may be filed with the Board either via e-filing at www.stb.gov/proceedings-actions/efiling/other-filings/or in writing addressed to: Surface Transportation Board, 395 E Street SW, Washington, DC 20423–0001. Comments must reference Docket No. MCF 21106. In addition, one copy of comments must be sent to Kelsian USA’s representative: Ayelet Hirschkorn, Kaplan Kirsch & Rockwell LLP, 450 Seventh Avenue, Suite 1401, New York, NY 10123. FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 245–0368. If you require an accommodation under the Americans with Disabilities Act, please call (202) 245–0245. SUPPLEMENTARY INFORMATION: Persons wishing to oppose the application must follow the rules at 49 CFR 1182.5 and 1182.8. According to the application, Kelsian USA is a recently established Delaware corporation and wholly owned subsidiary of Kelsian International Holdings Pty Ltd., which is a wholly owned subsidiary of Kelsian Group Limited (Kelsian). (Appl. 1.) Kelsian, a public company incorporated and domiciled in Australia, controls numerous subsidiaries that provide integrated multi-modal transport and tourism services in Australia as well as established bus operations in Singapore, London, and the Channel Islands. (Id. at 1–2.) Kelsian USA states that neither it, nor Kelsian, nor any of Kelsian’s other subsidiaries currently operate any transportation services in the United States. (Id. at 2.) Seller is a non-carrier Delaware corporation that wholly owns Topco, which in turn wholly owns AAAHI Tempco LLC, which in turn wholly owns AAAHI Intermediate Holdings LLC, which in turn wholly owns AAAHI Acquisition Corporation, which VerDate Sep<11>2014 17:45 Apr 13, 2023 Jkt 259001 in turn wholly owns All Aboard America! Holdings, Inc. (Id.) Tensile Capital Partners Master Fund LP is the majority equity holder of Seller. (Id. at 2–3.) According to the application, none of the entities in Seller’s ownership chain have any direct or indirect ownership interest in any interstate passenger motor carrier other than the Regulated Carriers. (Id. at 3.) Kelsian states that, through the transaction, it would acquire all of Seller’s outstanding stock of Topco, resulting in the placement of Topco and the Regulated Carriers under the control of Kelsian.1 (Id. at 8.) The Regulated Carriers are as follows: • First Class Transportation LLC, which provides regional interstate contract and charter passenger services between Texas and points throughout the United States, as well as Texas intrastate charter service and intrastate weekday park-and-ride commuter services in the Houston, Tex., metropolitan area; • Ace Express Coaches, which operates charter and contract passenger services in both interstate and Colorado intrastate commerce; • Hotard Coaches, Inc., which provides local and regional contract and charter passenger services within Louisiana and to and from various points within the continental United States; • Industrial Bus Lines, Inc., d/b/a All Aboard America, which provides local and regional interstate and intrastate contract and charter passenger services in Arizona, Texas, and New Mexico; • Lux Bus America Co., which provides interstate and intrastate passenger group charter motor coach and shuttle services in the Los Angeles and San Francisco Bay areas of California; and • SureRide Charter, Inc. d/b/a Sun Diego Charter Company, which provides regional charter and contract passenger services from its base in National City, Cal. 1 Additional information about the Regulated 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. 3–7.) Kelsian USA states that the transaction will also result in Kelsian USA indirectly owning and controlling, in addition to the Regulated Carriers, the following entities that are not subject to the jurisdiction of the Board: (i) Lux Leasing LLC, a California limited liability company that leases vehicles to Lux Bus; (ii) McClintock Enterprises, Inc., a California corporation that no longer provides passenger motor carrier services; (iii) All Aboard America School Transportation, LLC, a Texas limited liability company that no longer provides passenger motor carrier services; and (iv) All Aboard Transit Services LLC, a Delaware limited liability company that no longer provides passenger motor carrier services. (Id. at 7.) PO 00000 Frm 00121 Fmt 4703 Sfmt 4703 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. Kelsian USA 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 Regulated Carriers exceeded $2 million during the 12-month period immediately preceding the filing of the application, see 49 CFR 1182.2(a)(5). Kelsian USA asserts that the transaction is consistent with the public interest. Kelsian USA states that the transaction is not expected to have a material, detrimental impact on the adequacy of transportation services available for the public, but rather it anticipates that public services will be improved as ‘‘operating efficiencies and innovative solutions are realized and implemented.’’ (Appl. 10.) Moreover, according to Kelsian USA, there are no significant fixed charges associated with the transaction. (Id.) Kelsian anticipates that the Regulated Carriers will continue to operate without any material impact on existing employment levels resulting from the transaction, as the local general managers of the Regulated Carriers will continue day-to-day operational management of those companies and Kelsian ‘‘is committed to maintaining the current workforce of the Regulated Carriers and plans to continue that workforce.’’ (Id. at 11.) Kelsian USA asserts that that neither competition nor the public interest will be adversely affected by the proposed transaction, as the transaction only involves the transfer of Seller’s holding company (Topco) and ownership and control of the Regulated Carriers to another nonpassenger carrier holding company that does not currently have any ownership interests in, or control of, any other passenger motor carrier in the United States. (Id. at 12.) Moreover, Kelsian USA notes that, because it does not currently operate any motor carrier service in the United States, there will be no overlap in the service areas or customer bases of the Regulated Carriers and Kelsian USA. (Id.) The Board finds that the acquisition as proposed in the application is consistent with the public interest and should be tentatively approved and E:\FR\FM\14APN1.SGM 14APN1 Federal Register / Vol. 88, No. 72 / Friday, April 14, 2023 / Notices 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 May 27, 2023, unless opposing comments are filed by May 26, 2023. If any comments are filed, Kelsian USA may file a reply by June 13, 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: April 10, 2023. By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and Schultz. Stefan Rice, Clearance Clerk. [FR Doc. 2023–07919 Filed 4–13–23; 8:45 am] BILLING CODE 4915–01–P DEPARTMENT OF TRANSPORTATION Federal Transit Administration FTA Fiscal Year 2023 Apportionments, Allocations and Program Information Federal Transit Administration (FTA), Department of Transportation (DOT). ACTION: Notice. ddrumheller on DSK120RN23PROD with NOTICES1 AGENCY: This notice provides priorities for programs in fiscal year (FY) 2023, announces the Consolidated Appropriations Act, 2023, and full-year apportionments and allocations for grant programs, provides contract authority, and describes plans for several competitive programs. SUMMARY: VerDate Sep<11>2014 17:45 Apr 13, 2023 Jkt 259001 For general information about this notice, contact John Bodnar, Director of Transit Programs, Office of Program Management, at (202) 366–2053. Please contact the appropriate FTA Regional Office for any specific requests for information or technical assistance. FTA Regional Office contact information is available on FTA’s website: https:// www.transit.dot.gov/about/regionaloffices/regional-offices. An FTA headquarters contact for each major program area is included in the discussion of that program in the text of this notice. FTA recommends stakeholders subscribe via: https:// public.govdelivery.com/accounts/ USDOTFTA/subscriber/new to receive email notifications when new information is available. SUPPLEMENTARY INFORMATION: FOR FURTHER INFORMATION CONTACT: Table of Contents I. Overview II. FY 2023 Funding for FTA Programs A. Funding Available Under the Consolidated Appropriations Act, 2023 B. Oversight Takedown C. FY 2023 Formula Apportionments Data and Methodology III. FY 2023 Program Highlights and Updates A. Focus Areas 1. Safety—PTASP and Safety Committees 2. Census Urbanized Areas Designations 3. Build America-Buy America Act 4. State, Local, Tribal, and Territorial Fiscal Recovery, Infrastructure, and Disaster Relief Flexibility Act (CornynPadilla) 5. FTA Strategic Plan B. Program Updates 1. FY 2023 Competitive Programs Update IV. Program Information A. Metropolitan and Statewide Transportation Planning Program (49 U.S.C. 5303 and 5305(d)) B. State Planning and Research Program (49 U.S.C. 5304 and 5305(e)) C. Urbanized Area Formula Program (49 U.S.C. 5307) D. Fixed Guideway Capital Investment Grants Program (49 U.S.C. 5309) E. Enhanced Mobility of Seniors and Individuals with Disabilities Program (49 U.S.C. 5310) F. Formula Grants for Rural Areas Program (49 U.S.C. 5311) G. Rural Transportation Assistance Program (49 U.S.C. 5311(b)(3)) H. Appalachian Development Public Transportation Assistance Program (49 U.S.C. 5311(c)(2)) I. Formula Grants for Public Transportation on Indian Reservations Program (49 U.S.C. 5311(j)) J. Public Transportation Innovation (49 U.S.C. 5312) K. Technical Assistance and Workforce Development (49 U.S.C. 5314) L. Public Transportation Emergency Relief Program (49 U.S.C. 5324) M. Public Transportation Safety Program (49 U.S.C. 5329) PO 00000 Frm 00122 Fmt 4703 Sfmt 4703 23117 N. State of Good Repair Program (49 U.S.C. 5337) O. Grants for Buses and Bus Facilities Program (49 U.S.C. 5339) P. Growing States and High-Density States Formula Factors (49 U.S.C. 5340) Q. Washington Metropolitan Area Transit Authority Grants R. Community Project Funding/ Congressionally Directed Spending V. FTA Policy and Procedures for FY 2023 Grants A. Automatic Pre-Award Authority To Incur Project Costs B. FY 2023 Annual List of Certifications and Assurances C. Letter of No Prejudice (LONP) Policy D. Civil Rights Requirements E. Consolidated Planning Grants F. Grant Application Procedures I. Overview This notice provides priorities for the Federal Transit Administration’s (FTA) programs in Fiscal Year (FY) 2023, announces the Consolidated Appropriations Act, 2023, Public Law 117–328 and full-year apportionments and allocations for grant programs, provides contract authority, as well as describes plans for several competitive programs. It also contains information on how FTA plans to administer its transit programs in FY 2023 and how funds appropriated and allocated prior to FY 2023 will be treated. This notice highlights updates and changes to FTA programs, describes definitional changes and cross-cutting requirements and provides specific information about FTA’s statutory programs. For each FTA program, FTA provides information on the Infrastructure Investment and Jobs Act (IIJA, also called the Bipartisan Infrastructure Law (BIL), Public Law 117–58) authorized funding levels for FY 2023, the basis for apportionment or allocation of funds, requirements specific to the program, period of availability of funds, and other program information. A separate section provides information on pre-award authority and other requirements and guidance applicable to FTA programs and grant administration. Finally, the notice includes references to tables on FTA’s website that show amounts apportioned under the FY 2023 appropriations and approximately $6.6 billion in unobligated or carryover funding available in FY 2023 under certain competitive programs carried out in accordance with prior authorization acts. Information in this document includes references to existing FTA program guidance and circulars. Some information in guidance and circulars may have been superseded by E:\FR\FM\14APN1.SGM 14APN1

Agencies

[Federal Register Volume 88, Number 72 (Friday, April 14, 2023)]
[Notices]
[Pages 23115-23117]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-07919]


=======================================================================
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SURFACE TRANSPORTATION BOARD

[Docket No. MCF 21106]


Kelsian USA Inc.--Acquisition of Control--AAAHI Topco Corporation

AGENCY: Surface Transportation Board.

ACTION: Notice tentatively approving and authorizing finance 
transaction.

-----------------------------------------------------------------------

SUMMARY: On March 15, 2023, Kelsian USA Inc., (Kelsian USA), a 
noncarrier, filed an application to acquire from AAAHI Holdings LLC 
(Seller), a noncarrier, the motor carrier assets and direct control of 
AAAHI Topco Corporation (Topco). Topco is a

[[Page 23116]]

noncarrier that indirectly wholly owns and controls the following 
passenger motor carriers: First Class Transportation LLC, Ace Express 
Coaches LLC, Hotard Coaches, Inc., Lux Bus America Co., Industrial Bus 
Lines, Inc. d/b/a All Aboard America, and SureRide Charter Inc. d/b/a 
Sun Diego Charter Co. (collectively, Regulated Carriers). 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 may be filed by May 26, 2023. If any comments are 
filed, Kelsian USA may file a reply by June 13, 2023. If no opposing 
comments are filed by May 26, 2023, this notice shall be effective on 
May 27, 2023.

ADDRESSES: Comments may be filed with the Board either via e-filing at 
www.stb.gov/proceedings-actions/e-filing/other-filings/or in writing 
addressed to: Surface Transportation Board, 395 E Street SW, 
Washington, DC 20423-0001. Comments must reference Docket No. MCF 
21106. In addition, one copy of comments must be sent to Kelsian USA's 
representative: Ayelet Hirschkorn, Kaplan Kirsch & Rockwell LLP, 450 
Seventh Avenue, Suite 1401, New York, NY 10123.

FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 245-0368. If 
you require an accommodation under the Americans with Disabilities Act, 
please call (202) 245-0245.

SUPPLEMENTARY INFORMATION: Persons wishing to oppose the application 
must follow the rules at 49 CFR 1182.5 and 1182.8.
    According to the application, Kelsian USA is a recently established 
Delaware corporation and wholly owned subsidiary of Kelsian 
International Holdings Pty Ltd., which is a wholly owned subsidiary of 
Kelsian Group Limited (Kelsian). (Appl. 1.) Kelsian, a public company 
incorporated and domiciled in Australia, controls numerous subsidiaries 
that provide integrated multi-modal transport and tourism services in 
Australia as well as established bus operations in Singapore, London, 
and the Channel Islands. (Id. at 1-2.) Kelsian USA states that neither 
it, nor Kelsian, nor any of Kelsian's other subsidiaries currently 
operate any transportation services in the United States. (Id. at 2.)
    Seller is a non-carrier Delaware corporation that wholly owns 
Topco, which in turn wholly owns AAAHI Tempco LLC, which in turn wholly 
owns AAAHI Intermediate Holdings LLC, which in turn wholly owns AAAHI 
Acquisition Corporation, which in turn wholly owns All Aboard America! 
Holdings, Inc. (Id.) Tensile Capital Partners Master Fund LP is the 
majority equity holder of Seller. (Id. at 2-3.) According to the 
application, none of the entities in Seller's ownership chain have any 
direct or indirect ownership interest in any interstate passenger motor 
carrier other than the Regulated Carriers. (Id. at 3.) Kelsian states 
that, through the transaction, it would acquire all of Seller's 
outstanding stock of Topco, resulting in the placement of Topco and the 
Regulated Carriers under the control of Kelsian.\1\ (Id. at 8.) The 
Regulated Carriers are as follows:
---------------------------------------------------------------------------

    \1\ Additional information about the Regulated 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. 3-7.) Kelsian USA states that the 
transaction will also result in Kelsian USA indirectly owning and 
controlling, in addition to the Regulated Carriers, the following 
entities that are not subject to the jurisdiction of the Board: (i) 
Lux Leasing LLC, a California limited liability company that leases 
vehicles to Lux Bus; (ii) McClintock Enterprises, Inc., a California 
corporation that no longer provides passenger motor carrier 
services; (iii) All Aboard America School Transportation, LLC, a 
Texas limited liability company that no longer provides passenger 
motor carrier services; and (iv) All Aboard Transit Services LLC, a 
Delaware limited liability company that no longer provides passenger 
motor carrier services. (Id. at 7.)
---------------------------------------------------------------------------

     First Class Transportation LLC, which provides regional 
interstate contract and charter passenger services between Texas and 
points throughout the United States, as well as Texas intrastate 
charter service and intrastate weekday park-and-ride commuter services 
in the Houston, Tex., metropolitan area;
     Ace Express Coaches, which operates charter and contract 
passenger services in both interstate and Colorado intrastate commerce;
     Hotard Coaches, Inc., which provides local and regional 
contract and charter passenger services within Louisiana and to and 
from various points within the continental United States;
     Industrial Bus Lines, Inc., d/b/a All Aboard America, 
which provides local and regional interstate and intrastate contract 
and charter passenger services in Arizona, Texas, and New Mexico;
     Lux Bus America Co., which provides interstate and 
intrastate passenger group charter motor coach and shuttle services in 
the Los Angeles and San Francisco Bay areas of California; and
     SureRide Charter, Inc. d/b/a Sun Diego Charter Company, 
which provides regional charter and contract passenger services from 
its base in National City, Cal.
    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. Kelsian USA 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 
Regulated Carriers exceeded $2 million during the 12-month period 
immediately preceding the filing of the application, see 49 CFR 
1182.2(a)(5).
    Kelsian USA asserts that the transaction is consistent with the 
public interest. Kelsian USA states that the transaction is not 
expected to have a material, detrimental impact on the adequacy of 
transportation services available for the public, but rather it 
anticipates that public services will be improved as ``operating 
efficiencies and innovative solutions are realized and implemented.'' 
(Appl. 10.) Moreover, according to Kelsian USA, there are no 
significant fixed charges associated with the transaction. (Id.) 
Kelsian anticipates that the Regulated Carriers will continue to 
operate without any material impact on existing employment levels 
resulting from the transaction, as the local general managers of the 
Regulated Carriers will continue day-to-day operational management of 
those companies and Kelsian ``is committed to maintaining the current 
workforce of the Regulated Carriers and plans to continue that 
workforce.'' (Id. at 11.) Kelsian USA asserts that that neither 
competition nor the public interest will be adversely affected by the 
proposed transaction, as the transaction only involves the transfer of 
Seller's holding company (Topco) and ownership and control of the 
Regulated Carriers to another non-passenger carrier holding company 
that does not currently have any ownership interests in, or control of, 
any other passenger motor carrier in the United States. (Id. at 12.) 
Moreover, Kelsian USA notes that, because it does not currently operate 
any motor carrier service in the United States, there will be no 
overlap in the service areas or customer bases of the Regulated 
Carriers and Kelsian USA. (Id.)
    The Board finds that the acquisition as proposed in the application 
is consistent with the public interest and should be tentatively 
approved and

[[Page 23117]]

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 May 27, 2023, unless opposing 
comments are filed by May 26, 2023. If any comments are filed, Kelsian 
USA may file a reply by June 13, 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: April 10, 2023.

    By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and 
Schultz.
Stefan Rice,
Clearance Clerk.
[FR Doc. 2023-07919 Filed 4-13-23; 8:45 am]
BILLING CODE 4915-01-P
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