Notice2026-09720
Student Transportation of America, Inc. et al.-Acquisition of Control-Tremblay's Bus Co., LLC, et al.
Primary source
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Published
May 15, 2026
Effective
June 30, 2026
Issuing agencies
Surface Transportation Board
Abstract
On April 15, 2026, Student Transportation of America, Inc. (STA), a noncarrier, and its parent entities (collectively, Applicants) filed an application under 49 U.S.C. 14303 seeking authority for STA to acquire all voting securities of Tremblay's Bus Co., LLC (Tremblay's Bus). The Board is tentatively approving and authorizing the proposed acquisition of control. 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 91 Issue 94 (Friday, May 15, 2026)</title>
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[Federal Register Volume 91, Number 94 (Friday, May 15, 2026)]
[Notices]
[Pages 28094-28095]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-09720]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21147]
Student Transportation of America, Inc. et al.--Acquisition of
Control--Tremblay's Bus Co., LLC, et al.
AGENCY: Surface Transportation Board.
ACTION: Notice tentatively approving and authorizing finance
transaction.
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SUMMARY: On April 15, 2026, Student Transportation of America, Inc.
(STA), a noncarrier, and its parent entities (collectively, Applicants)
filed an application under 49 U.S.C. 14303 seeking authority for STA to
acquire all voting securities of Tremblay's Bus Co., LLC (Tremblay's
Bus). The Board is tentatively approving and authorizing the proposed
acquisition of control. If no opposing comments are timely filed, this
notice will be the final Board action.
DATES: Comments must be filed by June 29, 2026. If any comments are
filed, Applicants may file a reply by July 14, 2026. If no opposing
comments are filed by June 29, 2026, this notice shall be effective on
June 30, 2026.
ADDRESSES: Comments, referring to Docket No. MCF 21147, 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 Avenue NW, Suite 1300 South, Washington, DC 20004.
FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 915-4348. If
you require accommodation under the Americans with Disabilities Act,
please call (202) 245-0245.
SUPPLEMENTARY INFORMATION: The application states that STA, a
noncarrier Delaware corporation based in Wall, N.J., controls multiple
passenger motor carriers that hold operating authorities issued by the
Federal Motor Carrier Safety Administration (FMCSA). (Appl. 2-3, Ex. A
at 1.) STA is a subsidiary of Student Transportation of America
Holdings, Inc. (STA Holdings), a Delaware corporation, which in turn is
a subsidiary of Spinner Intermediate Holdings Inc. (Spinner Holdings),
another Delaware corporation. (Id., Ex. A at 1.) Spinner Holdings is a
subsidiary of Spinner US Acquireco, Inc. (Spinner), also a Delaware
corporation. (Id.) The majority owner of Spinner is CDP Groupe
Infrastructures, Inc., a noncarrier pension fund organized and existing
in the Canadian province of Quebec. (Id. at 3, Ex. A at 1 and n.8.)
According to the application, STA controls 55 passenger
transportation subsidiaries operating in the United States, nine of
which hold FMCSA operating authority, as well as 12 passenger
transportation subsidiaries operating in Canada.\1\ (Id. at 3, 5.) The
application states that the carriers under STA's control primarily
provide school bus transportation under contracts with local schools,
and the Applicants assert that this service is exempt from FMCSA
regulation.\2\ (Id. at 2.) According to the Applicants, STA and its
affiliates currently have approximately 23,000 employees, utilize
approximately 22,000 vehicles, and transport an estimated 1,250,000
students per day based on a 180-day school year. (Id. at 5.) Applicants
state that exempt school transportation accounts for 97% of STA's
annual revenues,\3\ with the
[[Page 28095]]
remainder derived from utilizing school buses, and occasionally motor
coaches, for charter and special operations that do not involve
transporting students to and from schools. (Id. at 2, 5.)
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\1\ Additional information about the U.S. carriers controlled by
STA, including U.S. Department of Transportation (USDOT) numbers and
motor carrier numbers, can be found in Exhibit C of the application.
\2\ See 49 U.S.C. 13506(a)(1) (exempting from both USDOT and
Board jurisdiction ``a motor vehicle transporting only school
children and teachers to or from school'').
\3\ The application states that STA earns annual revenues of
approximately $1.03 billion USD in the United States and
approximately $380 million USD in Canada.
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Applicants seek Board approval to acquire control of Tremblay's Bus
and its non-real estate affiliates. (Id. at 3-4.) The application
states that Tremblay's Bus is a passenger motor carrier based in New
Bedford, Mass., that holds FMCSA operating authority as well as
intrastate operating authority in Massachusetts. (Id.) Additional
information about Tremblay's Bus, including its Massachusetts
certificate number, USDOT number, FMCSA docket number, and safety
rating, is also available in the application. (Id.) According to the
application, none of the Tremblay's Bus affiliates hold FMCSA
authority. (Id. at 4.) Applicants state that Tremblay's Bus currently
has approximately 430 drivers, utilizes approximately 350 school buses,
and transports approximately 9,500 students per day during school years
and approximately 1,250 students per day during summer periods. (Id. at
5.) Applicants further state that Tremblay's Bus primarily provides
school bus transportation under contracts with local schools but also
uses its buses for charter and special operations when they are not
being used to transport students to and from schools. (Id. at 2.) The
application explains that over 99% of Tremblay's Bus's $35.9 million in
annual revenues come from transporting students for public school
districts in New Bedford, Fall River, and Dartmouth, Mass., with the
remainder derived from charter and special operations in the same
areas. (Id. at 5.) Applicants further state that there is no overlap
between the school districts in Massachusetts served by Tremblay's Bus
and the school districts served by the STA affiliates' school bus
operations. (Id. at 6.)
In the proposed transaction, STA will acquire control of all voting
securities of Tremblay's Bus pursuant to an agreement executed on April
13, 2026. (Id. at 2, 4.) Upon closing the transaction, Tremblay's Bus
will become a direct subsidiary of STA and an affiliate of the FMCSA-
registered passenger carriers currently owned by STA. (Id. at 6.) STA
and Tremblay's Bus expect to close the proposed acquisition by the end
of the second quarter of 2026, subject to approval by the Board. (Id.
at 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) 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 a consecutive 12-month period ending not more than 6 months
before the date of the agreement of the parties, see 49 CFR
1182.2(a)(5). (Appl. 3-9.)
Applicants state that the contract-based nature of their business
provides incentive for STA's operating subsidiaries and Tremblay's Bus
to maintain and improve existing services in order to improve their
chances of success when new opportunities arise and when existing
contracts are re-competed. (Id. at 7-8.) According to the Applicants,
contract renewals in the school transportation sector often involve
highly visible and intense negotiation processes between multiple
bidders, governmental bodies, unions, political activists and other
interested parties. (Id. at 7.) Applicants further state that the local
governments, school districts, and schools that outsource their
transportation services can always go back to providing bus
transportation ``in-house.'' (Id.) Applicants claim that these
persistent competitive pressures will provide incentive for STA and
Tremblay's Bus to maintain high service levels after the transaction is
completed. (Id.)
With respect to fixed charges, Applicants state that there are no
current plans to finance the proposed acquisition in a manner that
would affect fixed charges payable by STA or its affiliates. (Id.)
Applicants further state that funding for the transaction ``will be
drawn from STA's current credit facility, and Tremblay's Bus (like
other STA subsidiaries) will become a co-obligor under that facility.''
(Id.)
The Applicants state that it is highly unlikely that any Tremblay's
Bus employees would be adversely affected to any significant degree by
the proposed transaction. (Id. at 8.) The application emphasizes the
contractual obligations that will remain in place after the transaction
is completed, and the competitive incentives to maintain and improve
existing services. Applicants further state that there is a
``longstanding shortage of qualified drivers and maintenance
personnel,'' and assert that STA continues to actively recruit
additional employees. (Id.) Thus, according to the Applicants, STA and
Tremblay's Bus have no intention of significantly reducing employment
levels involving drivers, dispatchers, or vehicle maintenance personnel
as a result of the acquisition. (Id.)
Based on their representations, the Board finds that Applicants'
acquisition of control of Tremblay's Bus is consistent with the public
interest. The application will 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).
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, 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 on June 30, 2026, unless opposing
comments are filed by June 29, 2026. If any comments are filed,
Applicants may file a reply by July 14, 2026.
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: May 11, 2026.
By the Board, Board Members Fuchs, Hedlund, and Schultz.
Eden Besera,
Clearance Clerk.
[FR Doc. 2026-09720 Filed 5-14-26; 8:45 am]
BILLING CODE 4915-01-P
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</html>Indexed from Federal Register on May 15, 2026.
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