[Federal Register Volume 90, Number 178 (Wednesday, September 17, 2025)]
[Notices]
[Pages 44867-44869]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-17933]
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SURFACE TRANSPORTATION BOARD
[Docket No. MCF 21137]
Van Pool Transportation LLC and AG Van Pool Holdings, LP--
Acquisition of Control--George M. Carroll Transportation, Inc.
AGENCY: Surface Transportation Board.
ACTION: Notice Tentatively Approving and Authorizing Finance
Transaction.
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SUMMARY: On August 18, 2025, Van Pool Transportation LLC (Van Pool) and
AG Van Pool Holdings, LP (AG Holdings) (collectively, Applicants), both
noncarriers, filed an application to acquire control of an interstate
passenger motor carrier, George M. Carroll Transportation, Inc. dba
George M. Carroll Inc. (GMCT), from its sole shareholder, John
Schindler (Seller). 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 November 3, 2025. If any comments are
filed, Applicants may file a reply by November 17, 2025. If no opposing
comments are filed by November 3, 2025, this notice shall be effective
on November 4, 2025.
ADDRESSES: Comments, referring to Docket No. MCF 21137, 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: Kiefer A. Light, Beacon Mobility Corp.,
3700 Embassy Parkway, Suite 500, Akron, OH 44333.
FOR FURTHER INFORMATION CONTACT: Jonathon Binet at (202) 915-4348. If
you require an accommodation under the
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Americans with Disabilities Act, please call (202) 245-0245.
SUPPLEMENTARY INFORMATION: According to the application, Van Pool is a
Delaware limited liability company indirectly controlled by AG Holdings
through intermediary holding companies.\1\ (Appl. 2-4.) Neither Van
Pool nor AG Holdings is a federally regulated carrier. (Id. at 2-3.)
However, Van Pool directly owns and controls all equity and voting
interest in 21 interstate passenger motor carriers (the Affiliate
Regulated Carriers). (Id.) \2\ The Affiliate Regulated Carriers are:
\3\
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\1\ Specifically, the Applicants state that Van Pool 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 Mobility), a
Delaware corporation and noncarrier holding company. (Appl. 13.)
Beacon Mobility is wholly owned by Beacon Mobility Intermediate
Corp. (Beacon Intermediate), a Delaware corporation and noncarrier
holding company. (Id.) Beacon Intermediate is wholly owned by Beacon
Mobility Preferred Issuer, LLC (Beacon Preferred), a Delaware
limited liability company and noncarrier holding company, and Beacon
Preferred is wholly owned and controlled by Van Pool Group Holdings,
L.P. (Group Holdings), a Delaware limited partnership and noncarrier
holding company. (Id.) Group Holdings is majority-owned and
controlled by AG Holdings, a Delaware limited partnership and
noncarrier holding company. (Id.) AG Holdings is owned by investment
funds affiliated with Audax Management Company, LLC, a Delaware
limited liability company. (Id.) Applicants state that ``none of the
aforementioned entities control any regulated interstate passenger
carriers other than as set forth in [the] Application.'' (Id. at 13-
14.)
\2\ The Applicants note that they previously sought and obtained
Board approval for the acquisition of Bill's Taxi Service Inc. d/b/a
A&A Metro Transportation (A&A). (Appl. 3 n.2); see Van Pool Transp.
LLC--Acquis. of Control--Bill's Taxi Serv. Inc., MCF 21134 (STB
served June 13, 2025). They explain that A&A is not one of the
Affiliated Regulated Carriers because the Applicants and A&A
ultimately opted not to consummate the transaction. (Id.); see
Applicants' Notice of Non-Consummation at 2, Aug. 1, 2025, Van Pool
Transp. LLC, Docket No. MCF 21134.
\3\ Additional information about these motor carriers, including
principal place of business, U.S. Department of Transportation
(USDOT) numbers, motor carrier numbers, USDOT safety fitness
ratings, fleet composition, and driver count, can be found in the
application. (See Appl., Ex. A.)
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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, (Appl. 4);
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, (id.);
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, (id. at 5);
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, (id.);
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 using school buses,
all in western Massachusetts and southern Vermont, (id. at 5-6);
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, (id. at 6);
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, (id.);
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,
(id. at 7);
Local Motion, LLC, which provides non-regulated school
bus, charter, and shuttle services in the metropolitan area of Boston,
Mass., (id.);
Butler's Bus Service, Inc. (BBS), which primarily provides
non-regulated student transportation services for schools in New
Hampshire (Manchester, North Haverhill, Milford, and Center Barnstead)
and Vermont (Orleans, Lyndonville, and White River Junction), and
occasional charter services, (id.);
TransAction Corporate Shuttles, Inc (TCS), which provides
shuttle, on-demand transportation, and charter services in
Massachusetts, (id. at 8);
Dell Transportation Corp., which primarily provides non-
regulated student transportation services for schools in New York
(Hempstead, Port Washington, and Great Neck), and occasional charter
services, (id.);
Hendrickson Bus Corporation, which primarily provides non-
regulated student transportation services and charter services for
school-sponsored functions in New York (Bayville and Port Washington),
(id.)
Huntington Coach Corporation, which primarily provides
non-regulated student transportation services and charter services for
school-sponsored functions in New York (Bayville and Port Washington),
(id. at 9);
Huntington Coach, L.L.C., which primarily provides non-
regulated student transportation services and charter services for
school-sponsored functions in Huntington Station, N.Y., (id.);
Towne Bus Corp., which primarily provides non-regulated
student transportation services and charter services for school-
sponsored functions in Long Island, N.Y., (id.);
Towne Bus LLC, which primarily provides non-regulated
student transportation services and charter services for school-
sponsored functions in Long Island, N.Y., (id. at 10);
Van Trans LLC, which primarily provides non-regulated
student transportation services and charter services for school-
sponsored functions in Bronx, N.Y., (id.);
WE Transport (NY) LLC, which primarily provides non-
regulated student transportation services and charter services for
school-sponsored functions in Long Island, N.Y., (id.);
WE Transport LLC, which primarily provides non-regulated
student transportation services and charter services for school-
sponsored functions in Bridgeport, Conn., (id. at 11); and
WE Transport, Inc., which primarily provides non-regulated
student transportation services for schools and charter services for
school-sponsored functions in Long Island, N.Y., (id.).
In the proposed transaction, Van Pool will acquire all of GMCT's
issued and outstanding stock, placing GMCT under the Applicants'
control. (Id. at 12.) GMCT, a motor carrier, is a New York corporation
owned by the Seller with its principal place of business in Newburgh,
N.Y. (Id. at 11.) The application states that Seller is a noncarrier
and does not control any other interstate passenger motor carriers.
(Id.)
According to the application, GMCT primarily provides home-to-
school and charter student transportation services, with a focus on
special needs students. (Id. at 11-12.) GMCT also occasionally provides
charter services for special occasions. (Id. at 12.) GMCT's primary
service area is within Orange County,
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N.Y., particularly Newburgh and surrounding area. (Id.) However, GMCT's
charter operations include interstate service to Pennsylvania or
Connecticut on rare occasions based on customer needs. (Id.) GMCT's
fleet consists of approximately eight school buses (1-8 passengers),
four school buses (16+ passengers), 28 minibuses (16+ passengers) and
five vans (9-15 passengers). (Id.) The Applicants also provide details
about GMCT's principal place of business, USDOT number, FMCSA docket
number, and safety rating. (Id., Ex. A.)
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 GMCT 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. 14-18.)
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 14.) The Applicants state
that GMCT will continue to provide the same services using the same
name for the foreseeable future and anticipate that the services
available to the public will improve as a result of the transaction.
(Id. at 14-15.) The Applicants explain that acquiring control of GMCT
will improve operating efficiencies, increase equipment utilization
rates, and be more cost effective because of economies of scale and
Applicants' experience in the market sectors served by GMCT. (Id. at
15.) The Applicants further state that adding GMCT to the Affiliated
Regulated Carriers will enhance the viability of the Applicants'
organization. (Id.) The Applicants assert that these enhancements will
help ensure the provision of adequate service to the public. (Id.)
The application asserts that the impact of the transaction on the
regulated motor carrier industry will be negligible at most. (Id. at
17.) The Applicants state that there is strong demand for school and
charter transportation services within GMCT's service area and that
demand is projected to grow in the foreseeable future. (Id.) The
application further states that GMCT faces direct competition from
several other national, regional, and local passenger service providers
in its service area, including Gallagher Bus Service, First Student,
Student Transportation of America, and Orange County Transit. (Id.)
Although GMCT's customer base and service offerings overlap slightly
with those of the Affiliated Regulated Carriers, Applicants argue that
neither competition nor the public interest will be affected because
the overlap is minimal, the geographic service areas are largely
distinct, and GMCT's operating environment is highly competitive. (Id.
at 18.)
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 15.) The
Applicants state that the increase in fixed charges will not affect the
provision of transportation to the public. (Id. at 15-16.)
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 continue GMCT's existing
operations. (Id. at 16.) The Applicants do not anticipate a measurable
increase or reduction in GMCT's workforce but acknowledge that staffing
redundancies may result in limited downsizing of back-office or
managerial-level personnel. (Id.) The Applicants do not expect the
transaction to result in changes in compensation levels or benefits.
(Id.)
Based on the Applicants' representations, the Board finds that
their proposed acquisition of control of GMCT 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 www.stb.gov.
It is ordered:
1. The acquisition of control of GMCT 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 November 4, 2025, unless
opposing comments are filed by November 3, 2025. If any comments are
filed, Applicants may file a reply by November 17, 2025.
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.
October 22, 2025.
Decided: September 10, 2025.
By the Board, Board Members Fuchs, Hedlund, and Schultz.
Zantori Dickerson,
Clearance Clerk.
[FR Doc. 2025-17933 Filed 9-16-25; 8:45 am]
BILLING CODE 4915-01-P