[Federal Register Volume 68, Number 36 (Monday, February 24, 2003)]
[Notices]
[Page 8648]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-4096]



[[Page 8648]]

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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[STB Docket No. MC-F-20998]


Laidlaw Inc.--Intra-Corporate Family Transaction Exemption

    Laidlaw Inc. (Laidlaw), a noncarrier Canadian company and the 
parent of the Laidlaw group of companies, has filed a verified notice 
of exemption under the Board's class exemption procedures at 49 CFR 
1182.9\1\ to undertake a corporate restructuring. Laidlaw proposes to 
effect the restructuring in two steps. Under the first restructuring, 
Laidlaw will separate its directly or indirectly controlled U.S.-based 
motor carriers that perform predominantly regular-route intercity, 
charter and tour bus operations, from those that control school bus 
operations, and from its two noncarrier companies that provide 
emergency care and patient transportation services. Laidlaw will 
continue to indirectly control the U.S. companies but their stock will 
be held as follows: (1) The stock of Greyhound Lines, Inc., and Hotard 
Coaches, Inc., motor passenger carriers that provide regular-route 
intercity, charter and tour bus operations, will be held by Laidlaw 
Transportation Holdings, Inc.; (2) the stock of Laidlaw Transit 
Services, Inc., and Laidlaw Transit, Inc., motor passenger carriers 
that perform school bus operations, will be held by Laidlaw Transit 
Holdings, Inc.; and (3) the stock of Emcare Holdings, Inc., and 
American Medical Response, Inc., noncarriers that provide emergency 
care and patient transportation services, will be held by Laidlaw 
Transportation Holdings One, Inc.\2\
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    \1\ The Board exempted intra-corporate family transactions of 
motor carriers of passengers that do not result in significant 
operational changes, adverse changes in service levels, or a change 
in the competitive balance with carriers outside the corporate 
family in Class Exemption for Motor Passenger Intra-Corporate Family 
Transactions, STB Finance Docket No. 33685 (STB served Feb. 18, 
2000).
    \2\ Laidlaw states that its Canadian-based motor passenger 
carriers, Laidlaw Transit Ltd., and Greyhound Canada Transportation 
Corp., and its subsidiaries, Voyageur Corp., Gray Line of Vancouver 
Holdings Ltd., Pentang-Midland Coach Lines Limited, C. Seeley's Bus 
Lines, Ltd., and The Gray Line of Victoria Ltd., and its subsidiary, 
Victoria Tours Limited, will not be affected by the proposed 
reorganization.
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    Under the second restructuring, Laidlaw will revise the 
organization of the noncarrier holding companies that are in direct 
control of the operating companies once the noncarrier holding 
companies emerge from voluntary bankruptcy proceedings under Chapter 11 
of the U.S. Bankruptcy Code and the Canadian Companies' Creditors 
Arrangement Act (CCAA). Under the reorganization, Laidlaw will transfer 
to its subsidiary, Laidlaw Investment, Ltd. (LIL), now an Ontario 
company, all of its assets, including the shares of capital stock of 
subsidiaries other than LIL, with the intention that LIL will become 
the parent company of the Laidlaw group of companies. According to 
Laidlaw, LIL will be continued as a State of Delaware corporation and 
its shares currently held by Laidlaw will be redeemed through a payment 
of cash to Laidlaw. After Laidlaw and its affiliates, including LIL 
(collectively referred to as Debtors), emerge from the Chapter 11 and 
CCAA proceedings, Laidlaw will distribute the cash it received and the 
new common stock of LIL to its creditors, severing the ownership 
relationship between Laidlaw, on the one hand, and, on the other, LIL 
and the Laidlaw group of companies. At that point, the shares of 
Laidlaw will be cancelled and LIL will become the parent company of the 
Laidlaw group of companies.\3\
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    \3\ Laidlaw states that LIL will change its name during the 
process, but its new name has not yet been determined.
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    The transaction for the first restructuring was scheduled to be 
consummated on or after the effective date of the exemption (7 days 
after the notice was filed). The transaction for the second 
restructuring will be consummated after Laidlaw and Debtors emerge from 
the Chapter 11 and CCAA proceedings.
    According to Laidlaw, the purpose of the transaction is to simplify 
Laidlaw's corporate structure to eliminate overlapping management and 
accounting functions and reduce duplicating overhead and fixed costs. 
The regrouping of Laidlaw's indirectly controlled subsidiaries will 
bring together, under the umbrella of the appropriate holding company, 
those operating companies performing similar tasks. Laidlaw states that 
this will reduce costs and improve the efficiency and economy of the 
operating companies' performance. Laidlaw also states that the 
transaction will facilitate the move of LIL, which will become a State 
of Delaware corporation, to the United States, where most of the 
revenues of the Laidlaw group of companies are derived. According to 
Laidlaw, the second restructuring will affect none of the motor 
passenger carriers and other operating companies or their parent 
noncarrier holding companies.
    This is a transaction within a corporate family of the type 
specifically exempted from prior review and approval under 49 CFR 
1182.9. Laidlaw stats that the transaction will not result in adverse 
changes in service levels, significant operational changes, or a change 
in the competitive balance with carriers outside the corporate family. 
Laidlaw also states that, because it directly or indirectly holds all 
of the stock of the affected companies, no contract or agreement will 
be entered into, except for the corporate documentation and filings 
required to effect the reorganization. Laidlaw further states that 
there will be no effect upon employees of the motor passenger carriers 
within the Laidlaw group of companies because the proposed transaction 
involves only changes in the corporate structure of the noncarrier 
holding companies.
    If the verified notice contains false or misleading information, 
the Board shall summarily revoke the exemption and require divestiture. 
Petitions to revoke the exemption under 49 U.S.C. 13541(d) may be filed 
at any time. See 49 CFR 1182.9(c).
    An original and 10 copies of all pleadings, referring to STB Docket 
No. MC-F-20998, must be filed with the Surface Transportation Board, 
1925 K Street, NW., Washington, DC 20423-0001. In addition, a copy of 
each pleading must be served on Fritz R. Kahn, 1920 N Street (8th 
Floor), NW., Washington, DC 20036-1601.
    Board decisions and notices are available on our Web site at, 
http://www.stb.dot.gov.

    Decided: February 13, 2003.

    By the Board, David M. Konschnik, Director, Office of 
Proceedings.
Vernon A. Williams,
Secretary.
[FR Doc. 03-4096 Filed 2-21-03; 8:45 am]
BILLING CODE 4915-00-M