79330 Federal Register / Vol. 89, No. 188 / Friday, September 27, 2024 / Notices 

1 Van Pool originally filed the application on 

August 15, 2024, but it then filed a supplement on 

August 29, 2024. Therefore, for purposes of 

determining the procedural schedule and statutory 

deadlines, the filing date of the application is 

August 29, 2024. See 49 CFR 1182.4(a). 

2Additional information about these motor 

carriers, including U.S. Department of 

Transportation (USDOT) numbers, motor carrier 

numbers, and USDOT safety fitness ratings, can be 

found in the application and the supplement. (See 

Appl. 3–6, Ex. A; Suppl. 2.) 

3Specifically, Van Pool states that it is wholly 

owned by VP Intermediate Company (VP 

Intermediate), a Delaware corporation and 

noncarrier holding company, and that VP 

Intermediate is wholly owned by Beacon Mobility 

Corp. (Beacon), a Delaware corporation and 

noncarrier holding company. (Id. at 8.) Beacon is 

wholly owned by Van Pool Intermediate, Inc. 

(Intermediate Inc.), a Delaware corporation and 

noncarrier holding company. (Id.) Intermediate Inc. 

is wholly owned by Van Pool Group Holdings, L.P. 

(Group Holdings), a Delaware limited partnership 

and noncarrier holding company, and Group 

Holdings is majority-owned and controlled by AG 

Van Pool Holdings, LP (AG Holdings), a Delaware 

limited partnership and noncarrier holding 

company. (Id.) AG Holdings is owned by 

investment funds affiliated with Audax 

Management. (Id.) 

Dated: September 24, 2024. 

Naomi Sipple, 

Reports Clearance Officer, Social Security 

Administration. 

[FR Doc. 2024–22178 Filed 9–26–24; 8:45 am] 

BILLING CODE 4191–02–P 

SURFACE TRANSPORTATION BOARD 

[Docket No. MCF 21119] 

Van Pool Transportation LLC— 

Acquisition of Control—Transaction 

Corporate Shuttles, Inc. 

AGENCY: Surface Transportation Board. 

ACTION: Notice tentatively approving 

and authorizing finance transaction. 

SUMMARY: Van Pool Transportation LLC 

(Van Pool or Applicant), a noncarrier, 

filed an application to acquire control of 

an interstate passenger motor carrier, 

TransAction Corporate Shuttles, Inc. 

(TCS), from its sole shareholder, the 

Cynthia Cain Frene ́ Revocable Trust 

(Seller). The Board is tentatively 

approving and authorizing the 

transaction subject to the owners of Van 

Pool filing to join the application. If the 

owners’ filing is satisfactory and no 

opposing comments are timely filed, 

this notice will be the final Board 

action. 

DATES: Van Pool’s owners’ filing to join 

the application is due by October 11, 

2024. Comments must be filed by 

November 8, 2024. If any comments are 

filed, Van Pool may file a reply by 

November 26, 2024. If no opposing 

comments are filed by November 8, 

2024, this notice shall be effective on 

November 9, 2024. 

ADDRESSES: Comments may be filed 

with the Board either via e-filing or in 

writing addressed to: Surface 

Transportation Board, 395 E Street SW, 

Washington, DC 20423–0001. In 

addition, send one copy of comments to 

Van Pool’s representative: Kiefer A. 

Light, Scopelitis, Garvin, Light, Hanson 

& Feary, P.C., 10 W Market Street, Suite 

1400, Indianapolis, IN 46204. 

FOR FURTHER INFORMATION CONTACT: 

Sarah Fancher at (202) 740–5507. If you 

require an accommodation under the 

Americans with Disabilities Act, please 

call (202) 245–0245. 

SUPPLEMENTARY INFORMATION: According 

to the application,1 Van Pool is a 

Delaware limited liability company 

headquartered in Wilbraham, Mass. 

(Appl. 1.) Applicant states that it is not 

a federally regulated carrier but that it 

indirectly owns and controls all equity 

and voting interest in 10 interstate 

passenger motor carriers (Affiliate 

Regulated Carriers) that are among its 

operating subsidiaries. (Id. at 2; Suppl. 

1.) The Affiliate Regulated Carriers are: 2

• NRT Bus, Inc., which primarily 

provides non-regulated student 

transportation services for schools in 

Massachusetts (Essex, Middlesex, 

Norfolk, Suffolk, and Worcester 

counties), and occasional charter 

services; 

• Trombly Motor Coach Service, Inc., 

which primarily provides non-regulated 

student transportation services for 

schools in Massachusetts (Essex and 

Middlesex counties), and occasional 

charter services; 

• Salter Transportation, Inc., which 

primarily provides non-regulated 

student transportation services for 

schools in Massachusetts (Essex County) 

and southern New Hampshire, and 

occasional charter services; 

• Easton Coach Company, LLC, 

which provides (i) intrastate paratransit, 

shuttle, and line-run services under 

contracts with regional transportation 

authorities and other organizations, 

primarily in New Jersey and eastern 

Pennsylvania, and (ii) private charter 

motor coach and shuttle services 

(interstate and intrastate), primarily in 

eastern Pennsylvania; 

• F. M. Kuzmeskus, Inc., d/b/a Travel 

Kuz, which provides (i) non-regulated 

school bus transportation services, (ii) 

intrastate and interstate motor coach 

and limousine charter services, and (iii) 

limited intrastate and interstate charter 

services, all in western Massachusetts 

and southern Vermont; 

• Alltown Bus Service Inc., which 

primarily provides non-regulated 

student transportation services for 

schools in the metropolitan area of 

Chicago, Ill., and its northern suburbs, 

and occasional charter services; 

• DS Bus Lines, Inc., which primarily 

provides (i) non-regulated student 

transportation services for schools in 

Kansas (Beloit, Kansas City, Lincoln, 

Olathe, and Shawnee), Missouri (Belton 

and Smithville), Colorado (the 

metropolitan area of Denver), and 

Oklahoma (the metropolitan area of 

Tulsa), (ii) intrastate employee shuttle 

services in Colorado and Texas, and (iii) 

occasional charter services; 

• Royal Coach Lines, Inc., which 

primarily provides (i) non-regulated 

student transportation services for 

schools in the metropolitan area of 

Westchester County, N.Y., and southern 

Connecticut, and (ii) contract and 

charter transportation services; 

• PLSIII LLC, which primarily 

provides (1) disabled transportation 

services under contracts with private 

nonprofit organizations for fixed route 

and shuttle services in New York 

(Buffalo, western New York, Rochester, 

Utica and surrounding areas, and 

Poughkeepsie and surrounding areas), 

and (ii) very limited group day trip 

charter transportation services; and 

• Local Motion, LLC, d/b/a Local 

Motion of Boston, which provides nonregulated school bus, charter, and 

shuttle services in the metropolitan area 

of Boston. 

According to the application, Van 

Pool also has operating subsidiaries that 

provide transportation services that do 

not involve regulated interstate 

transportation or require interstate 

passenger authority, primarily in the 

northeastern and central portions of the 

United States. (Appl. 2.) Van Pool states 

that it is indirectly owned and 

controlled by investment funds 

affiliated with Audax Management 

Company, LLC, (Audax Management), a 

Delaware limited liability company.3

(Id. at 8.) Collectively, these parent 

companies of Applicant will be referred 

to as the Owners. 

The application explains that TCS, 

the carrier being acquired, operates as a 

motor carrier primarily providing fixedroute commuter and municipal shuttle 

bus services and on-demand 

transportation for employees of 

businesses and communities in 

Massachusetts. (Id. at 6–7.) TCS also 

provides mini-bus, van, and limousine 

charter services for activities such as 

corporate and group outings, day trips, 

weddings, Bar/Bat Mitzvahs, and local 

events in Massachusetts. (Id. at 7.) In 

providing its services, TCS uses 


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Federal Register / Vol. 89, No. 188 / Friday, September 27, 2024 / Notices 79331 

approximately 102 passenger vehicles 

and employs 81 drivers. (Id.) 

Furthermore, the USDOT number 

assigned to TCS is 1366324, and for 

purposes of its interstate passenger 

operations, TCS holds interstate carrier 

operating authority under FMCSA MC– 

522885. (Id.) According to the 

application, TCS is solely owned by 

Seller, who does not directly or 

indirectly own or control any other 

interstate passenger motor carrier. (Id. at 

6.) 

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. 

Van Pool has submitted the information 

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), 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. 9.) 

Van Pool asserts that the proposed 

transaction will not have a material, 

detrimental impact on the adequacy of 

transportation services available for the 

public. (Id.) According to Van Pool, TCS 

will continue to provide the same 

services it currently provides under the 

same name; however, going forward, 

TCS will operate within the holdings of 

Applicant, an organization experienced 

in passenger transportation operations. 

(Id. at 9–10.) The transaction, combined 

with the passenger carrier management 

capacity of Applicant, is expected to 

result in improved operating 

efficiencies, increased equipment 

utilization rates, and cost savings 

derived from economies of scale within 

the Applicant subsidiaries, all of which 

will help ensure the provision of 

adequate service to the public. (Id. at 

10.) Van Pool also asserts that the 

addition of TCS will enhance the 

viability of Applicant’s organization and 

its subsidiaries. (Id.) 

Van Pool states that the impact of the 

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. at 13.) According to Van 

Pool, the population and demand for 

commuter scheduled route, shuttle, ondemand, and charter services in 

Massachusetts are expected to continue 

to increase in the foreseeable future. (Id. 

at 12.) TCS competes directly with other 

passenger service providers in 

Massachusetts, which is a competitive 

market because of the significant 

number of national, regional, and local 

providers operating within the area. (Id.) 

Other providers include A&A Metro 

Transportation, M & L Transit Systems, 

Boston Coach, Academy Bus, 

WeDriveU, and DPV Transportation. 

(Appl. 12; Suppl. 2.) Van Pool adds that 

TCS’s service area is geographically 

dispersed from those of the Affiliate 

Regulated Carriers and there is very 

limited overlap in the customer bases 

among the Affiliate Regulated Carriers 

and TCS. (Appl. 13.) 

Van Pool asserts that the proposed 

transaction will increase fixed charges 

in the form of interest expenses because 

funds will be borrowed to assist in 

financing the transaction; however, Van 

Pool states that the increase will not 

impact the provision of transportation 

services to the public. (Id. at 10–11.) 

Van Pool also asserts that it does not 

expect the transaction to have 

substantial impacts on employees or 

labor conditions, and it does not 

anticipate a measurable reduction in 

force or changes in compensation levels 

or benefits at TCS. (Id. at 11.) Van Pool 

submits, however, that staffing 

redundancies could result in limited 

downsizing of back-office and/or 

managerial-level personnel. (Id.) 

The Board notes that the Owners have 

not joined in Van Pool’s application 

despite their ability to exercise control 

over Van Pool. 49 U.S.C. 13102(5); see 

Morgan Stanley Grp.—Control 

Exemption—NCC L.P., MCF 20250 (ICC 

served Feb. 17, 1993) (focusing ‘‘on the 

ability to control as reflected in the 

power or authority to manage, direct, 

superintend, restrict, regulate, govern, 

administer, or oversee’’). Therefore, the 

Owners will be directed to submit a 

filing joining the application and 

providing all information required of an 

applicant under the Board’s regulations. 

See, e.g., Bus Co. Holdings Topco LP— 

Acquis. of Control of Assets—Chenango 

Valley Bus Lines, Inc., MCF 21117 (STB 

served Aug. 23, 2024). Such a filing may 

incorporate the existing application by 

reference, to the extent appropriate. 

Based on Van Pool’s representations, 

the Board finds that the acquisition as 

proposed in the application is 

consistent with the public interest. The 

application will be tentatively approved 

and authorized, subject to the Owners 

submitting a satisfactory filing, as 

described above, that is consistent with 

the Board’s public interest finding by 

October 11, 2024. 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 and the 

Board does not issue a decision finding 

the Owners’ submission unsatisfactory 

by expiration of the comment period, 

this notice, including authority for the 

Owners as applicants, 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 www.stb.gov. 

It is ordered: 

1. The proposed transaction is 

approved and authorized, subject to the 

Owners submitting a satisfactory filing 

to join the application by October 11, 

2024, and 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 

November 9, 2024, unless the Board 

finds the Owners’ submission 

unsatisfactory or opposing comments 

are filed by November 8, 2024. If any 

comments are filed, Van Pool may file 

a reply by November 26, 2024. 

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 23, 2024. 

By the Board, Board Members Fuchs, 

Hedlund, Primus, and Schultz. 

Tammy Lowery, 

Clearance Clerk. 

[FR Doc. 2024–22185 Filed 9–26–24; 8:45 am] 

BILLING CODE 4915–01–P 

SURFACE TRANSPORTATION BOARD 

[Docket No. FD 36811] 

Oklahoma & Kansas Railroad, LLC— 

Change of Operator Exemption— 

Oklahoma Department of 

Transportation and Blackwell 

Industrial Authority 

Oklahoma & Kansas Railroad, LLC 

(OKRL), a noncarrier, has filed a verified 


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