Notice2023-03666
Avalon Motor Coaches, LLC-Acquisition of Control-Wynne Transportation, LLC
Primary source
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Published
February 22, 2023
Effective
April 11, 2023
Issuing agencies
Surface Transportation Board
Abstract
On January 23, 2023, Avalon Motor Coaches, LLC (Avalon), an interstate passenger motor carrier, filed an application for Avalon to purchase and assume substantially all the shuttle services of another interstate passenger motor carrier, Wynne Transportation, LLC (Wynne). The Board is tentatively approving and authorizing this transaction. If no opposing comments are timely filed, this notice will be the final Board action.
Full Text
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<title>Federal Register, Volume 88 Issue 35 (Wednesday, February 22, 2023)</title>
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[Federal Register Volume 88, Number 35 (Wednesday, February 22, 2023)]
[Notices]
[Pages 10958-10960]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2023-03666]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21105]
Avalon Motor Coaches, LLC--Acquisition of Control--Wynne
Transportation, LLC
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On January 23, 2023, Avalon Motor Coaches, LLC (Avalon), an
interstate passenger motor carrier, filed an application for Avalon to
purchase and assume substantially all the shuttle services of another
interstate passenger motor carrier, Wynne Transportation, LLC (Wynne).
The Board is tentatively approving and authorizing this transaction. If
no opposing comments are timely filed, this notice will be the final
Board action.
DATES: Comments must be filed by April 10, 2023. If any comments are
filed, Avalon may file a reply by April 23, 2023. If no opposing
comments are filed by April 10, 2023, this notice shall be effective on
April 11, 2023.
ADDRESSES: Comments may be filed with the Board either via e-filing on
the Board's website at <a href="http://www.stb.gov/proceedings-actions/e-filing/other-filings/">www.stb.gov/proceedings-actions/e-filing/other-filings/</a> or in writing addressed to: Surface Transportation Board, 395
E Street SW, Washington, DC 20423-0001. Comments must reference Docket
No. MCF 21105.\1\ In addition, one copy of comments must be sent to
Avalon's representative: Barry M. Weisz, Thompson Coburn LLP, 10100
Santa Monica Boulevard, Suite 500, Los Angeles, CA 90067.
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\1\ Concurrent with its application, Avalon also filed, in
Docket No. MCF 21105 TA, a request under 49 U.S.C. 14303(i) to
operate the assets to be acquired on an interim basis pending
approval of the acquisition. The Board granted that request in a
decision served in that docket on January 30, 2023.
FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 245-0368. If
you require an accommodation under the Americans with Disabilities Act,
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please call (202) 245-0245.
SUPPLEMENTARY INFORMATION: According to the application, Avalon is a
Texas company owned by Virgin-Fish, Inc. (Virgin-Fish), a privately
held California company.\2\ (Appl. 4.) Virgin-Fish also owns Avalon
Transportation, LLC (Avalon Transportation), a California company and
Avalon's sister company. (Id.) Avalon and Avalon Transportation both
hold interstate authority to carry passengers.\3\ (Id. at 2.) According
to the application, Avalon and Avalon Transportation currently operate
chauffeured service offices in California, New York, New Jersey, and
Pennsylvania, and motor coach offices in California, Arizona, and
Texas. (Id. at 4.) The application states that Avalon focuses on the
Texas Motor Coach division and operates charter shuttle services in San
Antonio, Texas; Beaumont, Texas; and Houston, Texas, while Avalon
Transportation focuses on chauffeured services and the California
[[Page 10959]]
Motor Coach division.\4\ (Id. at 3-4, 9-10.) The application further
states that Avalon Transportation provides additional services to its
clients in over 550 locations through its affiliate program. (Id. at
4.)
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\2\ More information about Avalon's corporate structure and
ownership can be found in the application. (See Appl. 4-5.)
\3\ Further information about Avalon and Avalon Transportation,
including U.S. Department of Transportation (USDOT) numbers, motor
carrier numbers, and USDOT safety fitness ratings, can be found in
the application. (Appl. 2, 12.)
\4\ The application states that Avalon also currently operates
shuttle services in other states, including California and Arizona.
(Id. at 3.)
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The application explains that in this transaction, Avalon will
purchase most of Wynne's assets via an asset purchase agreement and
will assume substantially all of Wynne's outstanding contracts related
to charter services. (Appl. 3.) According to the application, Wynne is
a Texas charter bus operator headquartered in Irving, Texas, with a
satellite office in Houston, Texas.\5\ (Id. at 10.) The application
states that Wynne provides transportation services to a variety of
clients, including corporations, sports teams, and schools, as well as
transportation for conventions and large events in the Dallas and
Houston areas. (Id. at 6.) The application states that Wynne is owned
by Wynne Transportation Holdings, LLC (Wynne Holdings).\6\ (Id. at 5-
6.) The application further states that Wynne Holdings also owns three
crew change operations that hold interstate authority to carry
passengers: \7\
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\5\ Further information about Wynne, including its USDOT number,
motor carrier number, and USDOT safety fitness rating, can be found
in the application. (Id. at 2, 12.)
\6\ More information about Wynne's corporate structure and
ownership can be found in the application. (See id. at 5-6.)
\7\ Further information about these motor carriers, including
USDOT numbers, motor carrier numbers, and USDOT safety fitness
ratings, can be found in the application. (Id. at 2, 12.)
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<bullet> Coastal Crew Change Company, LLC, headquartered in Lake
Charles, Louisiana, covers a geographical territory that includes
Louisiana, Mississippi, Alabama, and Florida, and currently operates
from Lake Charles, Louisiana, and Gray, Louisiana, (id. at 5);
<bullet> WTH Commercial Services, LLC d/b/a Mountain Crew Change,
headquartered in Elko, Nevada, covers a geographical territory that
includes Nevada, Idaho, Montana, Wyoming, and Colorado, and currently
operates industrial shuttles within northern and central Utah, (id.);
and
<bullet> Southwest Crew Change Company, LLC, headquartered in
Dallas, Texas, covers a geographical territory that includes Texas, New
Mexico, and Arizona, and currently also operates emergency services
transportation in the state of Texas. (Id.)
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 resulting from the proposed transaction, and (3) the interest
of affected carrier employees. Avalon has submitted information
required by 49 CFR 1182.2, including information demonstrating 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. 6-11.)
Avalon asserts that the proposed transaction is not expected to
have an adverse impact on the adequacy of transportation services
available to the public. (Appl. 7-8.) Avalon states that Wynne,
currently one of the top three charter service providers in the Dallas-
Fort Worth area, may need to shut down some or all of its operations
absent the proposed transaction. (Id. at 8.) Avalon explains that
because Avalon will assume Wynne's existing charter service contracts,
the proposed transaction will preserve the transportation options that
Wynne currently provides. (Id. at 7-8.) Avalon states that it intends
to improve the safety, comfort, and reliability of the existing
transportation offerings by modernizing Wynne's fleet. (Id. at 8.)
Avalon also states that the transaction will allow it to improve
Wynne's operational efficiency and expand Wynne's existing service
offerings by connecting Wynne's routes and resources to Avalon's. (Id.
at 7.)
Avalon argues that the proposed transaction will not adversely
affect competition within the charter bus markets where Avalon and
Wynne presently operate. (Id. at 9-11.) Avalon explains that after the
transaction, Avalon will operate Wynne's fleets in the Dallas and
Houston markets. (Id. at 10-11.) Avalon states that Wynne and Avalon
currently operate in different metropolitan areas, except for a small
overlap in the Houston market, where Avalon currently operates two
motor coaches and Wynne operates 10 motor coaches. (Id. at 9-10.)
Avalon estimates that Wynne's current operations constitute only a
small fraction of the market in each city where Wynne operates. (Id. at
10.) Avalon states that after this transaction, it does not intend to
divert any services formerly provided by Wynne to the cities where
Avalon currently operates or reduce Avalon's services in any of those
cities. (Id.) However, Avalon asserts that the transaction will allow
Avalon to take advantage of previously unavailable economies of scale,
allowing Avalon to offer a more diverse set of services and routes.
(Id. at 11.) Avalon also believes that the transaction will have an
overall positive effect on competition in the Dallas market because it
will prevent Wynne from exiting that market. (Id.) Avalon argues that
in the Houston market, the transaction's effect on competition will be
minimal because Wynne and Avalon operate only a small number of motor
coaches and face vigorous competition from several other charter
services, as well as public transportation and private car
transportation. (Id. at 10.)
Avalon concedes that this transaction may result in additional
fixed costs in the form of increased interest charges but asserts that
any such increase is not likely to impact the public. (Id. at 8.)
Avalon states that additional fixed costs may result because its
acquisition of Wynne will be financed by a combination of cash and term
notes, and Avalon will also assume Wynne's existing debt as part of the
transaction. (Id.) However, Avalon plans to refinance this debt to
improve the terms of the loans. (Id.) Avalon further represents that
the proposed transaction will not adversely impact the interests of
Wynne's employees. (Id. at 8-9.) Avalon states that absent the proposed
transaction, Wynne may need to reduce its workforce or shut down
operations entirely. (Id. at 9.) Avalon claims that it is committed to
maintaining Wynne's current workforce on the same terms and ultimately
expects to increase Wynne's workforce as it expands Wynne's operations.
(Id. at 8.) Avalon argues that because it intends to grow the business,
it has every incentive both to retain Wynne's current employees and
attract new ones. (Id. at 8-9.)
Based on Avalon'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
the 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).
[[Page 10960]]
Board decisions and notices are available at <a href="http://www.stb.gov">www.stb.gov</a>.
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 April 11, 2023, unless opposing
comments are filed by April 10, 2023. If any comments are filed, Avalon
may file a reply by April 23, 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: February 16, 2023.
By the Board, Board Members Fuchs, Hedlund, Oberman, Primus, and
Schultz.
Aretha Laws-Byrum,
Clearance Clerk.
[FR Doc. 2023-03666 Filed 2-21-23; 8:45 am]
BILLING CODE 4915-01-P
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</html>Indexed from Federal Register on February 22, 2023.
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