Van Pool Transportation LLC-Acquisition of Control-PLSIII LLC, 80372-80374 [2023-25391]
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80372
Federal Register / Vol. 88, No. 221 / Friday, November 17, 2023 / Notices
100 F Street NE, Washington, DC
20549–2736.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission (the
‘‘Commission’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Rule 11a–2 (17 CFR 270.11a–2) under
the Investment Company Act of 1940
(15 U.S.C. 80a–1 et seq.) permits certain
registered insurance company separate
accounts, subject to certain conditions,
to make exchange offers without prior
approval by the Commission of the
terms of those offers. Rule 11a–2
requires disclosure, in certain
registration statements filed pursuant to
the Securities Act of 1933 (15 U.S.C. 77a
et seq.) of any administrative fee or sales
load imposed in connection with an
exchange offer.
The Commission staff estimates that
657 registrants are governed by Rule
11a–2. Based on this estimate, the total
annual burden hours associated with
the rule is estimated to be 657 hours.
The estimated burden hours associated
with rule 11a–2 has decreased by 19
hours from the current allocation of 676
hours. The decrease is due to a decrease
in the number of registrants. The
estimated external cost associated with
this collection of information continues
to be $0. The Commission includes the
estimated burden of complying with the
information collection required by Rule
11a–2 in the total number of burden
hours estimated for completing the
relevant registration statements and
reports the burden of Rule 11a–2 in the
separate Paperwork Reduction Act
(‘‘PRA’’) submissions for those
registration statements (see the separate
PRA submissions for Form N–3 (17 CFR
274.11b), Form N–4 (17 CFR 274.11c)
and Form N–6 (17 CFR 274.11d). The
Commission is requesting a burden of
one hour for Rule 11a–2 for
administrative purposes.
The estimate of average burden hours
is made solely for the purposes of the
PRA and is not derived from a
comprehensive or even a representative
survey or study of the costs of
Commission rules or forms. The
information collection requirements
imposed by Rule 11a–2 are mandatory.
Responses to the collection of
information will not be kept
confidential.
Written comments are invited on: (a)
whether the proposed collection of
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information is necessary for the proper
performance of the functions of the
Commission, including whether the
information shall have practical utility;
(b) the accuracy of the Commission’s
estimate of the burden of the collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
by January 16, 2024.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
under the PRA unless it displays a
currently valid OMB control number.
Please direct your written comments
to: David Bottom, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o John
Pezzullo, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov.
Dated: November 14, 2023.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023–25477 Filed 11–16–23; 8:45 am]
BILLING CODE 8011–01–P
SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21111]
Van Pool Transportation LLC—
Acquisition of Control—PLSIII LLC
Surface Transportation Board.
Notice Tentatively Approving
and Authorizing Finance Transaction.
AGENCY:
ACTION:
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
SUMMARY:
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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
• 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;
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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Federal Register / Vol. 88, No. 221 / Friday, November 17, 2023 / Notices
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• 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
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
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
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.)
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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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,
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80373
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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80374
Federal Register / Vol. 88, No. 221 / Friday, November 17, 2023 / Notices
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
SURFACE TRANSPORTATION BOARD
[Docket No. FD 36733]
khammond on DSKJM1Z7X2PROD with NOTICES
Buckingham Branch Railroad
Company—Acquisition Exemption—
Norfolk Southern Railway Company
Buckingham Branch Railroad
Company (BBRR), a Class III rail carrier,
has filed a verified notice of exemption
under 49 CFR 1150.41 to acquire from
Norfolk Southern Railway Company
(NSR) approximately 58.1 route miles of
railroad line extending from milepost
F86.0 at Burkeville, Va., to milepost
F65.8 at Keysville, Va. (historically
known as the F Line), and from milepost
D0.0 at Keysville to milepost D37.9 at
Clarksville, Va. (historically known as
the D Line) (collectively, the Lines).
According to the verified notice,
except for a portion of the F Line
between milepost F86.0 and F84.8 at or
near Burkeville, BBRR has operated the
Lines pursuant to a lease since 2009.
BBRR states that the parties have agreed
in principle to the sale of the Lines from
NSR to BBRR under the terms of a draft
transaction agreement. The verified
notice also states that BBRR intends to
consummate the subject transaction on
or after the effective date of this
exemption, and that BBRR will provide
all rail common carrier service on the
Lines.
BBRR certifies that the transaction
agreement does not have an interchange
commitment. BBRR further certifies that
its projected annual revenues will not
result in BBRR’s becoming a Class I or
Class II rail carrier, but that its annual
revenues currently exceed $5 million
and are expected to continue to exceed
$5 million following its acquisition of
the Lines. Pursuant to 49 CFR
1150.42(e), if a carrier’s projected
annual revenues will exceed $5 million,
it must, at least 60 days before the
exemption is to become effective, post a
notice of its intent to undertake the
proposed transaction at the workplace
of the employees on the affected lines,
serve a copy of the notice on the
national offices of the labor unions with
employees on the affected lines, and
certify to the Board that it has done so.
On October 6, 2023, BBRR certified that
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18:57 Nov 16, 2023
Jkt 262001
it had complied with those advance
notice requirements.
The transaction may be consummated
on or after December 8, 2023, the
effective date of the exemption (30 days
after the verified notice was filed).
If the verified notice contains false or
misleading information, the exemption
is void ab initio. Petitions to revoke the
exemption under 49 U.S.C. 10502(d)
may be filed at any time. The filing of
a petition to revoke will not
automatically stay the effectiveness of
the exemption. Petitions for stay must
be filed no later than December 1, 2023.
All pleadings, referring to Docket No.
FD 36733, must be filed with the
Surface Transportation Board either via
e-filing on the Board’s website or in
writing addressed to 395 E Street SW,
Washington, DC 20423–0001. In
addition, one copy of each pleading
must be served on BBRR’s
representative, Bradon J. Smith, Fletcher
& Sippel LLC, 29 North Wacker Drive,
Suite 800, Chicago, IL 60606.
According to BBRR, this action is
categorically excluded from
environmental review under 49 CFR
1105.6(c) and from historic reporting
requirements under 49 CFR 1105.8(b).
Board decisions and notices are
available at www.stb.gov.
Decided: November 14, 2023.
By the Board, Mai T. Dinh, Director, Office
of Proceedings.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2023–25492 Filed 11–16–23; 8:45 am]
BILLING CODE 4915–01–P
SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21112]
TBL Group, Inc.—Acquisition of
Control—East Coast Transportation
Company of North Florida LLC
Surface Transportation Board.
Notice tentatively approving
and authorizing finance transaction.
AGENCY:
ACTION:
On October 19, 2023, TBL
Group, Inc. (TBL Group or Applicant),
a holding company, filed an application
to acquire substantially all of the
business operations and assets of East
Coast Transportation Company of North
Florida LLC (East Coast Transportation
or Seller). 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
January 2, 2024. If any comments are
filed, TBL Group may file a reply by
SUMMARY:
PO 00000
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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 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 21112. In addition, one
copy of comments must be sent to TBL
Group’s representative: Barry Lewis,
United States Transit Funding, Inc., P.O.
Box 2563, Ormond Beach, FL 32175.
FOR FURTHER INFORMATION CONTACT:
Amy Ziehm at (202) 245–0391. If you
require an accommodation under the
Americans with Disabilities Act, please
call (202) 245–0245.
SUPPLEMENTARY INFORMATION: According
to the application, TBL Group is a
domestic for-profit incorporated entity
headquartered in the state of Texas. TBL
Group has been in operation since 2015
and has two wholly owned subsidiaries,
GBJ, Inc. and Echo Tours & Charters LP,
which primarily provide charter, tour,
and local intercity and intracity
transportation in the Houston-DallasSan Antonio, Texas corridor, as well as
the Jacksonville, North Florida market.
(Appl. 1–2 (pdf pages 3–4).) According
to Applicant, its subsidiaries currently
operate 189 commercial motor vehicles
in the above-mentioned markets.1 (Id. at
2 (pdf page 4).)
East Coast Transportation is an S
Corporation with its principal place of
business located in the state of Florida.
(Id.) According to the application, East
Coast Transportation is federally
registered to provide passenger-carrier
motor services and has been in
operation for 14 years, providing charter
service in Florida and other parts of the
Southeast United States. (Id.) East Coast
Transportation operates 23
motorcoaches and currently has no
parent, subsidiary, or affiliate
companies. (Id.) TBL Group clarified by
letter filed October 30, 2023, that,
through the proposed transaction, Seller
intends to transfer 80% ownership and
control of East Coast Transportation to
TBL Group, under the name Echo East
Coast Transportation, LLC (Echo East
Coast Transportation), and Robert M.
Sobol, Chief Executive Officer of East
Coast Transportation, will hold 20%
ownership of the company. (TBL Group
Letter 1, Oct. 30, 2023.)
1 Additional information about the 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. 1–3, 9 (pdf pages 3–5, 11).)
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]]>Agencies
[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.
-----------------------------------------------------------------------
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\
---------------------------------------------------------------------------
\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.)
---------------------------------------------------------------------------
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\
---------------------------------------------------------------------------
\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.)
---------------------------------------------------------------------------
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\
---------------------------------------------------------------------------
\3\ Further information about Applicant's corporate structure
and ownership can be found in the application. (See Appl. 8-9, Ex.
B.)
---------------------------------------------------------------------------
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
[[Page 80374]]
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
