Switzer-Carty Transportation US, Inc., et al.-Acquisition of Control-Agnes Corporation

Issuing agencies

Abstract

On July 27, 2026, Switzer-Carty Transportation US, Inc. (SCT- US), a noncarrier, together with its shareholders (collectively, Applicants), none of which are federally regulated carriers, filed an application to acquire control of Agnes Corporation (Agnes), a noncarrier that serves as a holding company for several interstate passenger motor carriers. Agnes is owned and controlled by eight individuals (collectively, Sellers). The Board is tentatively approving and authorizing the 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 91 Issue 164 (Wednesday, August 26, 2026)</title>
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[Federal Register Volume 91, Number 164 (Wednesday, August 26, 2026)]
[Notices]
[Pages 55152-55154]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-17360]


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SURFACE TRANSPORTATION BOARD

[Docket No. MCF 21153]


Switzer-Carty Transportation US, Inc., et al.--Acquisition of 
Control--Agnes Corporation

AGENCY: Surface Transportation Board.

ACTION: Notice tentatively approving and authorizing finance 
transaction.

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SUMMARY: On July 27, 2026, Switzer-Carty Transportation US, Inc. (SCT-
US), a noncarrier, together with its shareholders (collectively, 
Applicants), none of which are federally regulated carriers, filed an 
application to acquire control of Agnes Corporation (Agnes), a 
noncarrier that serves as a holding company for several interstate 
passenger motor carriers. Agnes is owned and controlled by eight 
individuals (collectively, Sellers). The Board is tentatively approving 
and authorizing the transaction. If no opposing comments are timely 
filed, this notice will be the final Board action.

DATES: Comments must be filed by October 13, 2026. If any comments are 
filed, Applicants may file a reply by October 26, 2026. If no opposing 
comments are filed by October 13, 2026, this notice shall be effective 
on October 14, 2026.

ADDRESSES: Comments, referring to Docket No. MCF 21153, 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: Andrew K. Light, Scopelitis, Garvin, Light, 
Hanson & Feary, P.C., 10 W Market Street, Suite 1400, Indianapolis, IN 
46204.

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: According to the application, SCT-US is a 
corporation organized under the laws of the state of Delaware for the 
purpose of effectuating the proposed transaction. (Appl. 2.) The 
shareholders of SCT-US own and control Switzer-Carty Transportation, 
Inc. (SCT-CA), a Canadian affiliate corporation of SCT-US that 
primarily provides school bus transportation services under contracts 
with school districts in Canada. (Id.) \1\ In addition to student 
transportation, the Applicants state that SCT-CA occasionally uses its 
buses for charter and other contract bus services. (Appl. 4.) SCT-CA 
operates exclusively within Canada and is not a federally regulated 
carrier. (Id.) SCT-CA, however, owns and controls 417 Bus Line Ltd. 
(417BL), which is a federally regulated carrier. (Id.) \2\ The 
Applicants state that 417BL is

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an Ontario corporation that primarily provides passenger charter and 
tour services to groups and organizations in southeastern Ontario and 
southern Quebec, Canada. (Id. at 4.) 417BL also provides motor coach 
tour services involving interstate travel in the United States, 
operating primarily in New York, Pennsylvania, and New Jersey. (Id.) 
According to the Applicants, 417BL maintains a fleet of approximately 
27 coaches and employs approximately 40 drivers. (Id.)
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    \1\ The shareholders of SCT-US and SCT-CA are: Manufacturers 
Life Insurance Company (Manufacturers), Terramont SC Aggregator L.P. 
(Terramont), Siemens Financial Ltd. (Siemens), NST Holdings Inc. 
(NST), Hurds Lake Investments LLC (Hurds), and the Switzer Family 
Trust (Switzer). (See Appl., Ex. B.) The Applicants state that 
Manufacturers, a federally incorporated Canadian corporation, is a 
wholly owned subsidiary of Manulife Financial Corporation 
(Manulife), a Canadian public company. (Id. at 2.) Headquartered in 
Toronto, Canada, Manulife is an international financial services 
group that provides insurance, investment, and wealth management 
services. (Id.) Terramont is a Delaware limited partnership; its 
limited partners are Terramont Infrastructure Aggregator L.P. and 
Terramont SC Co-Invest, L.P., both Delaware partnerships which are 
owned by Terramont Infrastructure Management LLC, a Delaware limited 
liability company that provides financial advisory services. (Id. at 
3.) Siemens, a federally incorporated Canadian corporation, is a 
subsidiary of Siemens AG, a German company headquartered in Munich, 
Germany. (Id.) Siemens is a global technology conglomerate focused 
on industry, infrastructure, transportation, and healthcare. (Id.) 
NST is an Ontario private holding corporation of Nicholas McRae, a 
senior executive of SCT-CA. (Id.) Hurds is a Delaware limited 
liability company of Douglas Carty, a co-founder of SCT-CA, and the 
Switzer Family Trust is an Ontario trust established by James 
Switzer, a co-founder of SCT-CA. (Id.) The Applicants state that 
none of the aforementioned entities have interstate carrier 
authority, a United States Department of Transportation (USDOT) 
Number, or a USDOT Safety Rating. (Id. at 2.)
    \2\ 417BL is assigned USDOT Number 523518. 417BL has interstate 
passenger motor carrier authority under Federal Motor Carrier Safety 
Administration (FMCSA) Docket No. MC-262861 and has a USDOT Safety 
Rating of ``Satisfactory.'' (Appl. 4.)
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    According to the application, Agnes, a holding company for several 
family-owned and operated motor carriers that primarily provide 
contract school bus transportation services, is a Minnesota corporation 
owned by the Sellers with its principal place of business in Owatonna, 
Minn. (Id. at 5.) In the proposed transaction, the Applicants will 
acquire all of the issued and outstanding stock of Agnes,\3\ placing 
Agnes under the Applicants' control. (Id. at 6.)
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    \3\ The application states that Agnes does not have a USDOT 
Number, FMCSA Docket Number, or Safety Rating. (Id. at 5.)
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    The Applicants state that the school bus transportation services 
provided by Agnes' subsidiaries--which serve approximately ten school 
districts and schools/universities in the state of Minnesota, and one 
school district in the state of Iowa--currently represent over 90% of 
the group's annual revenue. (Id. at 5.) \4\ Cavalier, a wholly owned 
subsidiary of Agnes, provides public charter and contract shuttle 
passenger motor carrier services, including interstate passenger 
transportation service primarily in the state of Minnesota (the ``Agnes 
Service Area''). (Id. at 5.) \5\ The collective operations of Agnes' 
subsidiaries (including Cavalier), utilize a fleet of approximately 375 
vehicles, of which approximately 330 are school buses and 45 are motor 
coaches, vans, and other miscellaneous vehicles. (Id. at 5-6.) 
Additionally, Agnes and its subsidiaries employ approximately 410 
drivers. (Id. at 6.) The operations of Cavalier entail the use of 
approximately 20 passenger vehicles, (the majority of which are motor 
coaches) and the employment of approximately 48 drivers. (Id.) 
According to the application, other than 417BL and Agnes' subsidiary, 
Cavalier, there are no carriers with regulated interstate operations 
involved in this Application. (Appl. 6.)
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    \4\ Agnes' subsidiaries are as follows: Cavalier Coaches, Inc. 
(Cavalier), Albert Lea Bus Company, Inc., Owatonna Bus Company, 
Inc., Medford Bus Company, Inc., St. Louis Park Transportation Inc., 
Blooming Prairie Bus Company, Inc., Hayfield Bus Company, Inc., 
North Iowa Bus Company, Inc., and Pinicon Services, Inc. (Id., Ex. 
D.) Additional information about these motor carriers, including 
principal places of business, USDOT Numbers, FMCSA Docket Numbers, 
and USDOT safety fitness ratings, can be found in the application. 
(See id. at Ex. D.)
    \5\ According to the application, in addition to its interstate 
passenger motor carrier authority, Cavalier also holds intrastate 
passenger motor carrier authority issued by the Minnesota Department 
of Transportation. (Id.)
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    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. Applicants have submitted the 
information required by 49 CFR 1182.2, including information to 
demonstrate that the acquisition of Agnes 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). (See Appl. 7-11.)
    The application asserts that the proposed transaction will not have 
a material, detrimental impact on the adequacy of transportation 
services available to the public. (Id. at 7.) The Applicants state 
that, given their contractual nature, the services currently provided 
by Agnes' subsidiaries are expected to continue for the foreseeable 
future and will be provided under the same names used prior to the 
proposed transaction. (Id. at 8.) According to the Applicants, Agnes' 
subsidiaries will continue to operate, but going forward, will simply 
be operating under the ultimate control of Applicants, who are 
thoroughly experienced in passenger transportation operations. (Id.) In 
addition, Applicants assert that current key Agnes management personnel 
are expected to remain employed by Agnes or one or more of its 
subsidiaries. (Id.) The Applicants further explain that acquiring 
control of Agnes will result in improved operating efficiencies, 
increased equipment utilization rates, and cost savings, all of which 
will help to ensure the continued provision of adequate service to the 
public by Agnes' subsidiaries. (Id.)
    The application asserts that the impact of the transaction on the 
regulated motor carrier industry will be negligible at most. (Id. at 
11.) The Applicants state that demand for school, charter, and shuttle 
transportation services within the Agnes Service Area is strong and is 
expected to remain so in the foreseeable future. (Id. at 10.) 
Specifically, the application states that the school bus transportation 
market is very competitive in the Agnes Service Area, as there are a 
large number of school bus service providers in that market area. (Id.) 
Competitors include local, regional, and national providers such as 
Palmer Bus Service, Northstar Bus Lines, Monarch Bus Service, Minnesota 
Central School Bus, Elite School Transportation, Pride Transportation 
Bus Service, Superior Transportation Services, and American Student 
Transportation. (Id.) With respect to passenger charter and shuttle 
services, the application states that Agnes' coach transportation 
subsidiary, Cavalier, competes directly with other similar service 
providers in the Agnes Service Area. (Id.) These competitors include 
Minnesota Coaches, Lorenz Bus Service, LCS Coaches, Voigt's Bus 
Service, Southwest Coaches, Richfield Bus Company, Voyager Bus Co., and 
Lake Crystal Coaches. (Id.) According to the Applicants, Cavalier also 
competes with scheduled rail transportation and airline carriers within 
the Agnes Service Area. (Id.)
    The Applicants also state that the Agnes Service Area is 
geographically dispersed from the areas serviced by SCT-US's affiliate 
motor carrier, 417BL, regarding interstate charter service offerings, 
and that there is little-to-no overlap in the service areas and no 
overlap in the customer bases among such carriers in that regard. (Id. 
at 10-11.) In addition, the Applicants note that the Agnes Service Area 
is geographically dispersed from the areas serviced by SCT-CA given 
that SCT-CA's school bus operations are all within Canada. (Id. at 11.) 
In light of the foregoing, Applicants argue that the impact of the 
proposed 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.)
    The Applicants concede that the proposed transaction will increase 
fixed charges in the form of higher interest expenses, explaining that 
funds will be borrowed to finance the transaction. (Id. at 8.) The 
Applicants state that the increase in fixed charges will not affect the 
provision of transportation to the public. (Id.) Additionally, 
according to the application, the Applicants do not expect the 
transaction to have a substantial impact on employees or labor 
conditions because they intend to

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continue the existing operations of Agnes and its subsidiaries. (Id. at 
8-9.) Further, the Applicants do not expect the transaction to result 
in a measurable reduction in force nor in changes to compensation 
levels or benefits. (Id. at 9.)
    Based on the Applicants' representations, the Board finds that 
their proposed acquisition of control of Agnes 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 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 acquisition of control of Agnes 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 October 14, 2026, unless 
opposing comments are filed by October 13, 2026. If any comments are 
filed, Applicants may file a reply by October 26, 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: August 20, 2026.

    By the Board, Board Members Fuchs, Hedlund, Kloster, and 
Schultz.
Aretha Laws-Byrum,
Clearance Clerk.
[FR Doc. 2026-17360 Filed 8-25-26; 8:45 am]
BILLING CODE 4915-01-P


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