81 FR 63850 - National Express LLC-Acquisition Of Control-New Dawn Transit, Llc

SURFACE TRANSPORTATION BOARD

Federal Register Volume 81, Issue 180 (September 16, 2016)

On August 17, 2016, National Express LLC (National Express or Applicant), a non-carrier, filed an application under 49 U.S.C. 14303 to acquire control of New Dawn Transit, LLC (New Dawn). The Board is tentatively approving and authorizing the transaction, and, if no opposing comments are timely filed, this notice will be the final Board action. Persons wishing to oppose the application must follow the rules at 49 CFR 1182.5 & 1182.8.

[Federal Register Volume 81, Number 180 (Friday, September 16, 2016)]
[Notices]
[Pages 63850-63852]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-22283]


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SURFACE TRANSPORTATION BOARD

[Docket No. MCF 21072]


National Express LLC--Acquisition Of Control--New Dawn Transit, 
Llc

AGENCY: Surface Transportation Board.

ACTION: Notice tentatively approving and authorizing finance 
transaction.

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SUMMARY: On August 17, 2016, National Express LLC (National Express or 
Applicant), a non-carrier, filed an application under 49 U.S.C. 14303 
to acquire control of New Dawn Transit, LLC (New Dawn). The Board is 
tentatively approving and authorizing the transaction, and, if no 
opposing comments are timely filed, this notice will be the final Board 
action. Persons wishing to oppose the application must follow the rules 
at 49 CFR 1182.5 & 1182.8.

DATES: Comments must be filed by October 31, 2016. Applicant may file a 
reply by November 15, 2016. If no opposing comments are filed by 
October 31, 2016, this notice shall be effective on November 1, 2016.

ADDRESSES: Send an original and 10 copies of any comments referring to 
Docket No. MCF 21072 to: Surface Transportation Board, 395 E Street 
SW., Washington, DC 20423-0001. In addition, send one copy of comments 
to Applicant's representative: Andrew K. Light, Scopelitis, Garvin, 
Light, Hanson & Feary, P.C., 10 W. Market Street, Suite 1500, 
Indianapolis, IN 46204.

FOR FURTHER INFORMATION CONTACT: Nathaniel Bawcombe (202) 245-0376. 
Federal Information Relay Service (FIRS) for the hearing impaired: 1-
800-877-8339.

SUPPLEMENTARY INFORMATION: Applicant, a non-carrier, states that it is 
a holding company organized under the laws of the state of Delaware 
that is indirectly controlled by a British corporation, National 
Express Group, PLC (Express Group). Applicant states that Express Group 
indirectly controls the following passenger motor carriers (National 
Express Affiliated Carriers): Beck Bus Transportation Corp. (Beck); 
Carrier Management Corporation (CMI); Durham School Services, L.P. 
(Durham); Folmsbee's Transportation Inc. (Folmsbee); MV Student 
Transportation, Inc. (MV); National Express Transit Corporation (NETC); 
National Express Transit Services Corporation (NETSC); Petermann Ltd. 
(LTD); Petermann Northeast LLC (Northeast); Petermann Northwest LLC 
(Northwest); Petermann Southwest LLC (Southwest); Petermann STSA, LLC 
(STSA); The Provider Enterprises, Inc. (Provider); Rainbow Management 
Service Inc. (Rainbow); Safeway Training and Transportation Services 
Inc. (Safeway); Septran, Inc. (Septran); Smith Bus Service, Inc. 
(Smith); Suburban Paratransit Service, Inc. (Suburban Paratransit); 
Trans Express, Inc. (Trans Express); and White Plains Bus Company, Inc. 
(White Plains).
    Applicant alleges the following facts regarding the National 
Express Affiliated Carriers held by Express Group:
     Beck is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in the states of 
Illinois and Indiana under contracts with regional and local school 
jurisdictions. Beck also provides charter passenger services to the 
public (MC-143528).
     CMI is a passenger motor carrier doing business as 
Matthews Bus Company and is primarily engaged in providing student 
school bus transportation services in the state of Pennsylvania under 
contracts with regional and local school jurisdictions. CMI also 
provides intrastate charter passenger services to the public.
     Durham is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in approximately 
32 states under contracts with regional and local school jurisdictions. 
Durham also provides charter passenger services to the public (MC-
163066).
     Folmsbee is a passenger motor carrier primarily engaged in 
providing unregulated student school bus transportation services in the 
state of New York under contracts with regional and local school 
jurisdictions (MC-818630).
     MV is a passenger motor carrier primarily engaged in 
providing student school bus transportation services in the state of 
Missouri under contracts with regional and local school jurisdictions. 
MV also provides charter passenger services to the public (MC-148934).
     NETC is an intrastate passenger motor carrier with its 
principal place of business in Cincinnati, Ohio.
     NETSC is a passenger motor carrier engaged primarily in 
providing intrastate transit services in the areas of Westmoreland, 
Pa.; Arlington, Va.; Greensboro, N.C.; Vallejo, Cal.; and Yuma, Ariz.
     LTD is a passenger motor carrier primarily engaged in 
providing non-regulated school bus transportation services in the state 
of Ohio under contracts with regional and local school jurisdictions. 
LTD also provides charter passenger services to the public (MC-364668).
     Northeast is a passenger motor carrier primarily engaged 
in providing student school bus transportation services, primarily in 
the states of Ohio and Pennsylvania under contracts with regional and 
local school jurisdictions. Northeast also provides charter passenger 
services to the public (MC-723926).
     Northwest is a passenger motor carrier primarily engaged 
in providing non-regulated school bus transportation services under 
contracts with regional and local school jurisdictions.
     Southwest is a passenger motor carrier primarily engaged 
in providing

[[Page 63851]]

student school bus transportation services in the state of Texas under 
contracts with regional and local school jurisdictions. In addition to 
its core school bus services, Southwest also provides charter passenger 
services to the public (MC-644996).
     STSA is a passenger motor carrier primarily engaged in 
providing student school bus transportation services, primarily in the 
state of Kansas under contracts with regional and local school 
jurisdictions. STSA also provides charter passenger services to the 
public (MC-749360).
     Provider is a passenger motor carrier doing business as 
Provider Bus, and is primarily engaged in providing non-regulated 
school bus transportation services in the state of New Hampshire under 
contracts with regional and local school jurisdictions.
     Rainbow provides interstate and intrastate charter and 
special party passenger transportation services in the state of New 
York (MC-490015).
     Safeway is a passenger motor carrier primarily engaged in 
providing non-regulated school bus transportation services in the state 
of New Hampshire under contracts with regional and local school 
jurisdictions (MC-522039).
     Septran is a passenger motor carrier primarily engaged in 
providing non-regulated school bus transportation services in the state 
of Illinois under contracts with regional and local school 
jurisdictions (MC-795208).
     Smith is a passenger motor carrier primarily engaged in 
providing non-regulated school bus transportation services in the state 
of Maryland and surrounding areas under contracts with regional and 
local school jurisdictions.
     Suburban Paratransit is a motor carrier providing 
paratransit services primarily in Westchester County and Bronx, NY.
     Trans Express provides interstate and intrastate passenger 
transportation services in the state of New York (MC-187819).
     White Plains is a passenger motor carrier that operates 
primarily as a provider of non-regulated school bus transportation 
services in the State of New York. White Plains also operates as a 
motor passenger carrier providing charter service to the public (MC-
160624).
    Applicant states that New Dawn is a New York limited liability 
company that holds authority from the Federal Motor Carrier Safety 
Administration as a motor carrier of passengers (MC-932702). Applicant 
explains that all of the issued and outstanding membership equity 
interest of New Dawn is owned and held by Indra Fouche, an individual 
(the Seller). Applicant further states that the Seller has no direct or 
indirect ownership interest in any other interstate passenger motor 
carrier.
    According to Applicant, New Dawn operates primarily as a provider 
of non-regulated school bus transportation services, transporting 
children to and from school throughout the metropolitan area of New 
York City. Applicant adds that New Dawn maintains a fleet of 140 buses 
and has approximately 154 drivers, and that it also operates as a motor 
passenger carrier providing charter service to the public using its 
fleet of buses.
    Applicant explains that National Express would assume direct 100 
percent control of New Dawn through the membership ownership.
    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; and (3) the interest of affected carrier 
employees. Applicant submitted information, as required by 49 CFR 
1182.2, including information to demonstrate that the proposed 
transaction is consistent with the public interest under 49 U.S.C. 
14303(b), and a statement that the aggregate gross operating revenues 
of the National Express Affiliated Carriers and New Dawn exceeded $2 
million for the preceding 12-month period. See 49 U.S.C. 14303(g).\1\
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    \1\ Applicants with gross operating revenues exceeding $2 
million are required to meet the requirements of 49 CFR 1182.
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    Applicant submits that the proposed transaction would have no 
significant impact on the adequacy of transportation services to the 
public, as New Dawn would continue to provide the services it currently 
provides using the same names for the foreseeable future. Applicant 
states that New Dawn ``will continue to operate, but going forward, it 
will be operating within the National Express corporate family, an 
organization already thoroughly experienced in passenger transportation 
operations.'' (Appl. 12.)
    Applicant states that ``[t]he addition of [New Dawn] to the 
carriers held by National Express is consistent with the practices 
within the passenger motor carrier industry of strong, well-managed 
transportation organizations adapting their corporate structure to 
operate several different passenger carriers within the same market, 
but in different geographic areas.'' (Id.) Applicant asserts that New 
Dawn is experienced in some of the same market segments already served 
by some of the National Express Affiliated Carriers. Applicant expects 
the transaction to result in operating efficiencies and cost savings 
derived from economies of scale, all of which would help to ensure the 
provision of adequate service to the public.
    Applicant further asserts that the acquisition of New Dawn would 
serve to enhance the viability of the overall National Express 
organization and the operations of the National Express Affiliated 
Carriers, which would ensure the continued availability of adequate 
passenger transportation service for the public. (Id.)
    Applicant also claims that neither competition nor the public 
interest would be adversely affected. Applicant states that New Dawn is 
a relatively small carrier in the overall markets in which it competes: 
Unregulated metropolitan school bus operations, and provider of charter 
services. Applicant states that school bus operators typically occupy a 
limited portion of the charter business because (i) the equipment 
offered is not as comfortable as that offered by motor coach operators; 
and (ii) scheduling demands imposed by the primary school bus operation 
impose major constraints on charter services that can be offered. It 
further explains that the charter services offered by New Dawn are 
geographically dispersed from those of the National Express Affiliated 
Carriers, and that there is limited overlap in service areas and/or in 
customer bases among the National Express Affiliated Carriers and New 
Dawn. Thus, Applicant states that the impact of the contemplated 
transaction on the regulated motor carrier industry would be minimal at 
most and that neither competition nor the public interest would be 
adversely affected.
    Applicant asserts that there are no fixed charges associated with 
the contemplated transaction. Applicant also states that it does not 
anticipate a measurable reduction in force or changes in compensation 
levels and/or benefits to employees. Applicant submits, however, that 
staffing redundancies could potentially result in limited downsizing of 
back-office or managerial level personnel.
    The Board finds that the acquisition 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

[[Page 63852]]

be adopted to reconsider the application. See 49 CFR 1182.6(c). 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.
    This action is categorically excluded from environmental review 
under 49 CFR 1105.6(c).
    Board decisions and notices are available on our Web site at 
WWW.STB.GOV.
    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 November 1, 2016, unless opposing 
comments are filed by October 31, 2016.
    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: September 12, 2016.

    By the Board, Chairman Elliott, Vice Chairman Miller, and 
Commissioner Begeman.
Kenyatta Clay,
Clearance Clerk.
[FR Doc. 2016-22283 Filed 9-15-16; 8:45 am]
BILLING CODE 4915-01-P