[Federal Register Volume 73, Number 95 (Thursday, May 15, 2008)]
[Notices]
[Page 28189]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: E8-10875]


-----------------------------------------------------------------------

DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[STB Finance Docket No. 35139]


Genesee & Wyoming Inc.--Control Exemption--Columbus and 
Greenville Railway Company, The Chattooga and Chickamauga Railway 
Company, and Luxapalila Valley Railroad, Inc.

    Genesee & Wyoming Inc. (GWI), a noncarrier holding company, has 
filed a verified notice of exemption to permit GWI to acquire indirect 
control of Columbus and Greenville Railway Company, the Chattooga and 
Chickamauga Railway Company, and Luxapalila Valley Railroad, Inc. 
(collectively, CAGY Railroads) pursuant to a Stock Purchase and Merger 
Agreement (Stock Purchase Agreement).\1\ CAGY Industries, Inc. (CAGY 
Industries) is a noncarrier holding company that directly controls the 
three Class III CAGY Railroads. According to GWI, CAGY Acquisition Co. 
(CAGY Acquisition), a noncarrier wholly owned subsidiary of GWI, CAGY 
Industries, and certain stockholders of CAGY Industries have entered 
into a Stock Purchase Agreement whereby CAGY Acquisition will obtain at 
least 90% of the outstanding capital stock of CAGY Industries and then 
merge with and into CAGY Industries. As a result, CAGY Acquisition will 
cease to exist and CAGY Industries will continue as the surviving 
corporation whose sole stockholder will be GWI. Accordingly, upon 
consummation of the proposed stock purchase and merger transaction, GWI 
will acquire direct control of CAGY Industries and indirect control of 
the three CAGY Railroads.
---------------------------------------------------------------------------

    \1\ The full version of the agreement, as required by 49 CFR 
1180.6(a)(7)(ii), was concurrently filed under seal along with a 
motion for protective order. The request for a protective order is 
being addressed in a separate decision.
---------------------------------------------------------------------------

    GWI directly or indirectly controls Buffalo & Pittsburgh Railroad, 
Inc., a Class II rail carrier, and 25 Class III rail carriers. Also, 
GWI controls additional rail carriers with two of its wholly owned 
subsidiaries that are noncarrier holding companies: RP Acquisition 
Company One (RP1) and RP Acquisition Company Two (RP2). GWI, along with 
RP1 and RP2, control one Class II rail carrier and a total of 13 Class 
III rail carriers.\2\
---------------------------------------------------------------------------

    \2\ The members of the GWI family of railroads own and/or 
operate rail property located in Alabama, Arkansas, Colorado, 
Florida, Georgia, Illinois, Kentucky, Louisiana, Maine, Maryland, 
Mississippi, New Hampshire, New York, North Carolina, Oregon, 
Pennsylvania, Tennessee, Texas, Utah, Vermont, Virginia, and 
Wisconsin.
---------------------------------------------------------------------------

    The transaction will be consummated on or after May 29, 2008 (the 
effective date of this exemption).
    GWI represents and warrants that: (1) The CAGY Railroads do not 
connect with the rail lines of any existing rail carrier controlled by 
GWI; (2) the transaction is not part of a series of anticipated 
transactions that would connect the CAGY Railroads with any of the 
railroads in the GWI corporate family; and (3) the transaction does not 
involve a Class I carrier. Therefore, the transaction is exempt from 
the prior approval requirements of 49 U.S.C. 11323. See 49 CFR 
1180.2(d)(2).
    Under 49 U.S.C. 10502(g), the Board may not use its exemption 
authority to relieve a rail carrier of its statutory obligation to 
protect the interests of its employees. Because the transaction 
involves the control of at least one Class II and one or more Class III 
carriers, the exemption is subject to the labor protection requirements 
of 49 U.S.C. 11326(b).
    If the notice contains false or misleading information, the 
exemption is void ab initio. Petitions to revoke the exemption under 49 
U.S.C. 10502(d) may be filed at any time. The filing of a petition to 
revoke will not automatically stay the effectiveness of the exemption. 
Petitions for stay must be filed no later than May 22, 2008 (at least 7 
days before the exemption becomes effective).
    An original and 10 copies of all pleadings, referring to STB 
Finance Docket No. 35139, must be filed with the Surface Transportation 
Board, 395 E Street, SW., Washington, DC 20423-0001. In addition, a 
copy of all pleadings must be served on Kevin M. Sheys, Kirkpatrick & 
Lockhart Preston Gates Ellis LLP, 1601 K Street, NW., Washington, DC 
20006.
    Board decisions and notices are available on our Web site at http://www.stb.dot.gov.

    Decided: May 8, 2008.

    By the Board, David M. Konschnik, Director, Office of 
Proceedings.
Anne K. Quinlan,
Acting Secretary.
[FR Doc. E8-10875 Filed 5-14-08; 8:45 am]
BILLING CODE 4915-01-P