Notice2025-14526
Trivest Fund VII, L.P. and Passenger Transport Holdings, L.P.-Acquisition of Control-Cline Tours, Inc. et al.
Primary source
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Published
August 1, 2025
Effective
September 16, 2025
Issuing agencies
Surface Transportation Board
Abstract
Trivest Fund VII, L.P. (Trivest) and its subsidiary, Passenger Transport Holdings, L.P. (PTH) (collectively, Applicants), both noncarriers, filed an application seeking authority to acquire control of Cline Tours, Inc. (Cline), a passenger motor carrier, and Cline's passenger motor carrier subsidiaries, Bus Supply Charters, Inc. (BSCI) and Crown Coach Corporation (Crown) (collectively, the Cline Companies). Cline also seeks after-the-fact authority for its prior acquisition of BSCI and Crown. The Board is tentatively approving and authorizing these transactions. 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 90 Issue 146 (Friday, August 1, 2025)</title>
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[Federal Register Volume 90, Number 146 (Friday, August 1, 2025)]
[Notices]
[Pages 36274-36276]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-14526]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21131]
Trivest Fund VII, L.P. and Passenger Transport Holdings, L.P.--
Acquisition of Control--Cline Tours, Inc. et al.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: Trivest Fund VII, L.P. (Trivest) and its subsidiary, Passenger
Transport Holdings, L.P. (PTH) (collectively, Applicants), both
noncarriers, filed an application seeking authority to acquire control
of Cline Tours, Inc. (Cline), a passenger motor carrier, and Cline's
passenger motor carrier subsidiaries, Bus Supply Charters, Inc. (BSCI)
and Crown Coach Corporation (Crown) (collectively, the Cline
Companies). Cline also seeks after-the-fact authority for its prior
acquisition of BSCI and Crown. The Board is tentatively approving and
authorizing these transactions. If no opposing comments are timely
filed, this notice will be the final Board action.
DATES: Comments must be filed by September 15, 2025. If any comments
are filed, Applicants and Cline may file a reply by September 30, 2025.
If no opposing comments are filed by September 15, 2025, this notice
shall be effective on September 16, 2025.
ADDRESSES: Comments, referring to Docket No. MCF 21131, may be filed
with the Board either via e-filing on the Board's website or in writing
addressed to: Surface Transportation Board, 395 E Street SW,
Washington, DC 20423-0001. In addition, send one copy of comments to
Applicants' representative: Mark J. Andrews, Clark Hill PLC, 1001
Pennsylvania Ave. NW, Suite 1300 South, Washington, DC 20004.
FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 915-4348. If
you require an accommodation under the Americans with Disabilities Act,
please call (202) 245-0245.
SUPPLEMENTARY INFORMATION: On May 1, 2025, Applicants filed an
application under 49 U.S.C. 14303 and 49 CFR part 1182 for Board
authority to acquire control of Cline and the Cline Companies. (Appl.
2.) By a decision served on May 30, 2025, the Board directed Applicants
to seek after-the-fact authority for Cline's prior acquisition of BSCI
and Crown or explain why such authority was not required. Applicants
filed supplements on June 18, 2025 (June 18 Suppl.) and July 2, 2025
(July 2 Suppl.) providing additional information in support of the
request for
[[Page 36275]]
after-the-fact authority for Cline's acquisition of control of BSCI and
Crown.\1\
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\1\ For purposes of determining the procedural schedule and
statutory deadlines, the filing date of the application is July 2,
2025. See 49 CFR 1182.4(a).
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According to the application, PTH seeks to acquire all voting
securities of Cline and therefore to also acquire control of Cline's
motor carrier subsidiaries BSCI and Crown.\2\ (Appl. 2.) Because
Trivest controls PTH, this transaction would also result in Trivest
obtaining control of the Cline Companies.\3\ Applicants state that they
already control Star Shuttle LLC (Star Shuttle), a passenger motor
carrier.\4\
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\2\ More information about the Cline Companies, including U.S.
Department of Transportation (USDOT) numbers, motor carrier numbers,
and USDOT safety fitness ratings, can be found in the application.
(Appl. 3-4, Ex. D.)
\3\ More information about the proposed corporate structure and
ownership can be found in the application. (Appl. 2-3, Ex. A-C.)
\4\ More information about Star Shuttle, including USDOT
numbers, motor carrier numbers, and USDOT safety fitness ratings,
can be found in the application. (Appl. 4, Ex. D.)
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Applicants state that the Cline Companies transport 1.5 million
passengers annually to and from points in Alabama, Arkansas,
Mississippi, and Tennessee. (Appl. 4.) According to Applicants, the
Cline Companies utilize approximately 200 vehicles and have a total of
approximately 290 employees. (Id.) Applicants further state that Star
Shuttle has approximately 230 employees who provide bus transportation
primarily to, from and within South Texas. (Id. at 5.) In addition,
Applicants state that both Star Shuttle and the Cline Companies provide
contract-based passenger transportation services to tour operators,
transit authorities, other governmental agencies, corporations, higher
educational institutions and healthcare facilities wishing to outsource
the movement of passengers. (Id.) According to Applicants, the Cline
Companies engage in primarily tour and charter operations with some
fixed route operations while Star Shuttle's operations are mostly fixed
route but also involve tour and charter operations as well as shuttle
services. (Id.)
Applicants also seek after-the-fact authorization for Cline's
acquisition of BSCI and Crown. Applicants state that Cline acquired all
of BSCI's stock from Keith Sanders in October 2015. (Id. at 3.)
According to Applicants, at the time Cline acquired BSCI, Cline was a
provider of charter, shuttle, and school bus services with
approximately 150 vehicles servicing Mississippi, Alabama, and
Arkansas, and BSCI was a provider of charter services with
approximately 18 vehicles serving Mississippi and Louisiana. (Id.) In
addition, Applicants claim that approximately 90% of BSCI's passenger
revenue and mileage at that time was derived from intrastate operations
or from exempt interstate operations such as school and airport
transportation. Applicants state that Cline acquired all the stock of
Crown from John Wilson and Lori Womach in August 2024. (Id. at 5.)
According to Applicants, at the time Cline acquired Crown, Cline was
providing charter, shuttle and school bus services with about 190
vehicles servicing Mississippi, Alabama and Arkansas and Crown was
providing predominantly charter services and some shuttle operations
serving Tennessee with nine vehicles. (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. Applicants have submitted the
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).
Acquisition of the Cline Companies by Applicants. Applicants state
that their proposed acquisition of the Cline Companies should have no
adverse impact on the adequacy of transportation. (Appl. 6-7.)
Applicants argue that their proposed acquisition would not result in
any meaningful reduction in charter bus services available to the
public given the large number of companies involved in providing such
services and the low barriers to entry in the passenger motor carrier
industry. (Id. at 6.) Applicants further claim that the Cline Companies
and Star Shuttle have every incentive to maintain and improve the
adequacy of their services in the outsourced passenger transit services
market because of the competitive process involved in bidding on
contracts to provide such services. (Id. at 6-7.) In addition,
Applicants state that they must maintain a high level of service in
that market because users of third-party transit services such as
governments and universities have the option to take transportation
operations in-house. (Id. at 7.)
With respect to fixed charges, Applicants state that they plan to
finance the proposed transaction with equity from Trivest affiliated
funds and with third-party debt, which will be secured at closing. (Id.
at 8.) According to Applicants, payments on the third-party debt will
be structured to maintain significant cash coverage over and above
mandatory principal repayments. (Id.)
Applicant asserts that they have no intention of significantly
reducing employment levels following the proposed transaction. (Id.)
According to Applicants, they face a shortage of qualified employees
and are actively recruiting. (Id.)
With respect to the potential effect on competition, Applicants
claim that Star Shuttle's operations have little or no geographic
overlap with the areas served by the Cline Companies. (Id. at 5.) In
addition, Applicants state that the operations of Star Shuttle and
those of the Cline Companies are ``highly complementary'' because they
are focused on different types of service.\5\ (Id.)
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\5\ Applicants state that for fiscal year 2024, the Cline
companies derived 8% of revenue from fixed route operations and 92%
of revenue from tour and charter operations while Star Shuttle
derived 63% of revenue from fixed route operations, 13% of revenue
from shuttle operations, and 24% of revenues from tour and charter
operations.
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Cline's Prior Acquisition of BSCI and Crown. Applicants contend
that Cline's prior acquisitions of control of the BSCI and Crown were
consistent with the public interest. (June 18 Suppl. 3.) According to
Applicants, the acquisitions did not result in a reduction in services
but rather expanded access to bus transportation in the combined
service areas of Cline, BSCI, and Crown. (Id. at 4, 6.) Applicants
further state that the acquisitions provided fresh capital to BSCI and
Crown. (Id.) With respect to fixed charges, Applicants state that Cline
acquired BSCI and Crown using cash and that the acquisitions therefore
did not result in any fixed charges. (July 2 Suppl. 1.) In addition,
Applicants state the acquired carriers increased employment in their
service areas by hiring additional drivers following their
acquisitions. (June 18 Suppl. 4, 6.)
Based on Applicants' representations, the Board finds that
Applicants' proposed acquisition of the Cline Companies is consistent
with the public interest and should be tentatively approved and
authorized. The Board also finds that Cline's prior acquisitions
[[Page 36276]]
of control of the BSCI and Crown are 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, 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).
Board decisions and notices are available at <a href="http://www.stb.gov">www.stb.gov</a>.
It is ordered:
1. The proposed acquisition of control of the Cline Companies by
Applicants is approved and authorized, subject to the filing of
opposing comments.
2. Cline's prior acquisitions of BSCI and Crown are approved and
authorized after the fact, subject to the filing of opposing comments.
3. If opposing comments are timely filed, the findings made in this
notice will be deemed vacated.
4. This notice will be effective September 16, 2025, unless
opposing comments are filed by September 15, 2025. If any comments are
filed, Applicants may file a reply by September 30, 2025.
5. 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: July 28, 2025.
By the Board, Board Members Fuchs, Hedlund, Primus, and Schultz.
Brendetta Jones,
Clearance Clerk.
[FR Doc. 2025-14526 Filed 7-31-25; 8:45 am]
BILLING CODE 4915-01-P
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</html>Indexed from Federal Register on August 1, 2025.
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