Notice2021-17131
Van Pool Transportation LLC-Acquisition of Control-NRT Bus, Inc. and Trombly Motor Coach Service Inc.
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
August 11, 2021
Effective
September 28, 2021
Issuing agencies
Surface Transportation Board
Abstract
Van Pool Transportation LLC (Applicant), a Delaware limited liability company and a noncarrier, has filed an application for authority after-the-fact to acquire control of NRT Bus, Inc. (NRT), and Trombly Motor Coach Service Inc. (Trombly) from John J. McCarthy (Seller).
Full Text
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<title>Federal Register, Volume 86 Issue 152 (Wednesday, August 11, 2021)</title>
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[Federal Register Volume 86, Number 152 (Wednesday, August 11, 2021)]
[Notices]
[Pages 44126-44128]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2021-17131]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21095]
Van Pool Transportation LLC--Acquisition of Control--NRT Bus,
Inc. and Trombly Motor Coach Service Inc.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: Van Pool Transportation LLC (Applicant), a Delaware limited
liability company and a noncarrier, has filed an application for
authority after-the-fact to acquire control of NRT Bus, Inc. (NRT), and
Trombly Motor Coach Service Inc. (Trombly) from John J. McCarthy
(Seller).
DATES: Comments may be filed by September 27, 2021. If any comments are
filed, Applicant may file a reply by October 11, 2021. If no opposing
comments are filed by September 27, 2021, this notice shall be
effective on September 28, 2021.
ADDRESSES: Comments may be filed with the Board via e-filing on the
Board's website. In addition, one copy of any comments must be sent to
Applicant'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: The Board is tentatively approving and
granting after-the-fact authorization of the transaction, and, if no
opposing comments are timely filed in this docket or in the related
action, McCarthy--Acquisition of Control--Trombly Motor Coach Service
Inc., Docket No. MCF 21094, this notice will be the final Board
action.\1\ According to the application,\2\ Applicant is a Delaware
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limited liability company \3\ that, prior to the transaction, did not
own or control any passenger motor carriers. (Appl. 2.) Prior to the
transaction, Seller held all the issued and outstanding equity shares
of NRT and Trombly, two passenger motor carriers. (Id.) On September
30, 2019, Seller transferred all his ownership interest in NRT and
Trombly to Applicant. (Id. at 1.) NRT and Trombly held, and continue to
hold, interstate passenger motor carrier authority in the United States
through the Federal Motor Carrier Safety Administration (FMCSA).\4\
(Appl. 3.)
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\1\ In McCarthy--Acquisition of Control--Trombly Motor Coach
Service Inc., Docket No. MCF 21094, Seller has filed an application
for after-the-fact authority to acquire Trombly in a transaction
that occurred in 2013. Today, the Board is tentatively approving
that transaction. However, if opposing comments are filed in that
docket, it may necessitate further Board action in this docket as
well.
\2\ The application was initially filed on May 4, 2021. On June
3, 2021, the Board issued a decision requiring Applicant to submit
additional information in support of its application. Applicant
filed an unverified supplement to its application on June 30, 2021,
and a verification to that supplement pursuant to 49 CFR 1182.2(c)
on July 12, 2021. Therefore, for purposes of calculating the
procedural schedule and statutory deadlines, the filing date of the
application is July 12, 2021. See 49 CFR 1182.4(a).
\3\ Further information about Applicant's corporate structure
and ownership can be found in the Application. (See Appl. 4; id. at
Ex. B.)
\4\ Applicant states it did not seek approval of the transaction
before it was completed because neither Applicant nor the Seller
were aware that the transaction was subject to the Board's
jurisdiction. (Appl. 1.) Applicant now requests that the Board
approve the transaction after-the-fact. (Id.) The Board has
permitted parties to obtain after-the-fact licensing authority for a
transaction when the failure to seek approval was without malice and
by mistake. See Winthrop Sargent--Aquis. of Control--Plymouth &
Brockton St. Ry., MCF 21089, slip op. at 2 (STB served Jan. 3, 2020)
(citing Allied Indus. Dev. Corp.--Pet. for Declaratory Order, FD
35477, slip. op. at 6 (STB served Sept. 17, 2015), and Gen. Ry.--
Exemption for Acquis. of R.R. Line--in Osceola & Dickinson Cntys.,
Iowa, FD 34867, slip op. at 5 (STB served June 15, 2007)).
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Applicant provides the following description of the two carriers:
<bullet> NRT primarily provides non-regulated student school bus
transportation services in the Commonwealth of Massachusetts--in the
counties of Essex, Middlesex, Norfolk, Suffolk, and Worcester--and
occasionally provides charter services when its buses are not in use
for school activities. At the time of the transaction, it utilized a
fleet of approximately 1,320 passenger vehicles, consisting of school
buses, mini-buses, and passenger vans, and it used approximately 1,400
drivers. It currently utilizes a fleet of approximately 1,490 passenger
vehicles, consisting of school buses, mini-buses, and vans; and it uses
approximately 1,221 drivers. (Suppl. Appl. 2.)
<bullet> Trombly primarily provides non-regulated student school
bus transportation services in the Commonwealth of Massachusetts--in
the counties of Essex and Middlesex--and occasionally provides charter
services when its buses are not in use for school activities. At the
time of the transaction, it utilized a fleet of approximately 266
passenger vehicles, consisting of school buses, mini-buses, and
passenger vans, and Trombly used approximately 280 drivers. Currently,
it utilizes a fleet of approximately 266 passenger vehicles, consisting
of school buses, mini-buses, and vans, and it uses approximately 142
drivers. (Id. at 3.) \5\
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\5\ 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; id. at Ex. A.)
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As a result of the transaction, Applicant owned and controlled 100%
of the equity and voting interest in NRT and Trombly. (Appl. 2.)
Applicant claims that the transaction has not had, and will not
have, a material, detrimental impact on the adequacy of transportation
services available to the public. (Id. at 6.) Since the transaction
closed on September 30, 2019, the services previously provided by NRT
and Trombly have continued to be provided by them. (Id. at 5.)
Applicant represents that it anticipates that the transportation
services provided to the public by NRT and Trombly will be maintained
and possibly expanded. (Id. at 5-4.)
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) total fixed
charges that result, and (3) the interest of affected carrier
employees. Applicant has submitted the information required by 49 CFR
1182.2, including information to demonstrate that the 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).
(Appl. 5.)
Applicant states that NRT and Trombly have continued to operate
since the transaction. (Id. at 6.) Applicant represents that the
transportation services available to the public will be maintained and
possibly expanded. (Id.) Applicant further represents that it is
experienced in the same market segments served by NRT and Trombly--non-
regulated student home to school transportation--and, because of
Applicant's passenger carrier management capacity, the transaction will
result in improved operating efficiencies, increased equipment
utilization rates, and cost savings. (Id.; Suppl. Appl. 7.)
Specifically, the transaction has allowed NRT and Trombly to take
advantage of increased purchasing power for such items as equipment,
parts, fuel, and insurance. (Suppl. Appl. 7.) Thus, Applicant states,
the transaction has helped strengthen the financial position of both
carriers and has helped them effectively compete with other carriers in
their respective geographic markets with ``good equipment and sound
safety records.'' (Id.)
Applicant states that although the transaction increased fixed
charges, in the form of interest expenses, the increase has not and
will not impact the provision of transportation services to the public.
(Appl. 6-7.)
Finally, Applicant asserts that the transaction did not have a
substantial impact on employees or labor conditions because Applicant
has continued the existing operations of NRT and Trombly. (Id. at 7.)
According to Applicant, the reduction in the number of drivers used by
the passenger motor carriers is the results of NRT's and Trombly's
inability ``to find, hire and retain additional qualified drivers,'' in
part due to the COVID-19 pandemic. (Suppl. Appl. 8.)
The Board finds that the acquisition as described in the
application, as supplemented, is consistent with the public interest
and should be tentatively approved and authorized after-the-fact. If
any opposing comments are timely filed, these findings will be deemed
vacated, and, if a final decision cannot 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
the expiration of the comment period,\6\ this notice will take effect
automatically and will be the final Board action.
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\6\ As noted in footnote 1, above, if opposing comments are
filed in MCF 21094, it may necessitate further Board action in this
docket as well.
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This action is categorically excluded from environmental review
under 49 CFR 1105.6(c).
Board decisions and notices are available at <a href="http://www.stb.gov">www.stb.gov</a>.
It is ordered:
1. The transaction is approved and authorized after-the-fact,
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 September 28, 2021, unless
opposing comments are filed by September 27, 2021. If any comments are
filed,
[[Page 44128]]
Applicant may file a reply by October 11, 2021.
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 General Counsel, 1200 New Jersey Avenue SE, Washington, DC
20590.
Decided: August 5, 2021.
By the Board, Board Members Begeman, Fuchs, Oberman, Primus, and
Schultz.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2021-17131 Filed 8-10-21; 8:45 am]
BILLING CODE 4915-01-P
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</html>Indexed from Federal Register on August 11, 2021.
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