[Federal Register Volume 77, Number 100 (Wednesday, May 23, 2012)]
[Notices]
[Page 30589]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-12511]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. FD 35622]


SteelRiver Infrastructure Partners LP, SteelRiver Infrastructure 
Associates LLC, SteelRiver Infrastructure Fund North America LP, and 
Patriot Funding LLC--Control Exemption--Patriot Rail Corp., et al.

    SteelRiver Infrastructure Partners LP (SRIP LP), SteelRiver 
Infrastructure Associates LLC (SRIA LLC), SteelRiver Infrastructure 
Fund North America LP (SRIFNA LP), and Patriot Funding LLC (Patriot 
Funding) have filed a verified notice of exemption to acquire control 
of Patriot Rail Corp. (Patriot) and its rail carrier subsidiaries.
    The proposed transaction is scheduled to be consummated on or after 
June 6, 2012 (30 days after the notice of exemption was filed).
    Patriot Funding and Patriot Rail Holdings LLC, owner of Patriot, 
entered a Stock Purchase Agreement (the Agreement) dated May 4, 2012. 
Under the Agreement, Patriot Funding will acquire all of the common 
stock of Patriot from Patriot Rail Holdings LLC, and thereby indirect 
control of the railroad subsidiaries of Patriot.
    Patriot is a noncarrier holding company that controls the following 
13 Class III railroads (together, Subsidiary Railroads): (1) Tennessee 
Southern Railroad Company (TSRR); (2) Rarus Railway Company; (3) Utah 
Central Railway Company; (4) Sacramento Valley Railroad, Inc.; (5) The 
Louisiana and North West Railroad Company LLC; (6) Temple & Central 
Texas Railway, Inc.; (7) Piedmont & Northern Railway, Inc.; (8) 
Columbia & Cowlitz Railway, LLC; (9) DeQueen and Eastern Railroad, LLC; 
(10) Golden Triangle Railroad, LLC; (11) Patriot Woods Railroad, LLC; 
(12) Texas, Oklahoma & Eastern Railroad, LLC; and (13) Mississippi & 
Skuna Valley Railroad, LLC. On April 27, 2012, Kingman Terminal 
Railroad, LLC (KTRR) filed a notice of exemption to operate over about 
3 miles of railroad owned by the Kingman Airport Authority, Inc., 
located in Mojave County, Ariz.\1\ Concurrently, a notice of exemption 
was filed by TSRR, Patriot Rail, LLC, Patriot Rail Holdings, LLC, and 
Patriot to continue in control of KTRR once it becomes a railroad.\2\ 
KTRR intends to commence railroad operations and TSRR, et al., intend 
to continue in control of KTRR prior to Patriot Funding's acquisition 
of control of Patriot. Therefore, because Patriot Funding, SRIFNA LP, 
SRIA LLC, and SRIP LP are seeking authority to control Patriot, they 
also seek authority to control KTRR.
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    \1\ Kingman Terminal R.R.--Operation Exemption--Kingman Airport 
Auth., FD 35618 (STB served May 11, 2012).
    \2\ Tenn. S. R.R., Patriot Rail, LLC, Patriot Rail Holdings LLC, 
and Patriot Rail Corp.--Continuance In Control Exemption--Kingman 
Terminal R.R., FD 35619 (STB served May 11, 2012).
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    Patriot Funding is 100% owned by SRIFNA LP. SRIFNA LP is a limited 
partnership and its general partner is SRIA LLC, which is 100% owned by 
SRIP LP. Patriot Funding, SRIFNA LP, SRIA LLC, and SRIP LP are 
noncarriers. None of these entities controls any railroads and none is 
commonly controlled with any railroads.
    Applicants represent that: (1) The Subsidiary Railroads and KTRR do 
not connect with any Patriot Funding, SRIFNA LP, SRIA LLC, and SRIP LP 
railroads; (2) the proposed transaction is not part of a series of 
anticipated transactions to connect the Subsidiary Railroads and KTRR 
with any railroads in the corporate family of Patriot Funding, SRIFNA 
LP, SRIA LLC, and SRIP LP; and (3) the proposed transaction does not 
involve a Class I rail carrier. The proposed transaction is therefore 
exempt from the prior approval requirements of 49 U.S.C. 11323 pursuant 
to 49 CFR 1180.2(d)(2). Applicants state that the purpose of the 
transaction is to promote the investment objectives of Patriot Funding, 
SRIFNA LP, SRIA LLC, and SRIP LP and to improve the Subsidiary 
Railroads' and KTRR's efficiency, financial strength, and ability to 
meet the needs of shippers.
    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. Section 11326(c), however, does 
not provide for labor protection for transactions under 11324 and 11325 
that involve only Class III rail carriers. Accordingly, the Board may 
not impose labor protective conditions here, because all of the 
carriers involved are Class III carriers.
    If the verified 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 to stay must be filed by May 30, 2012 (at least 
seven days before the exemption becomes effective).
    An original and ten copies of all pleadings, referring to Docket 
No. FD 35622 must be filed with the Surface Transportation Board, 395 E 
Street SW., Washington, DC 20423-0001. In addition, a copy of each 
pleading must be served on: Ahren S. Tryon, Cozen O'Connor; 1627 I 
Street NW., Suite 1100, Washington, DC 20006.
    Board decisions and notices are available on our Web site at: 
www.stb.dot.gov.

    Decided: May 17, 2012.

    By the Board, Rachel D. Campbell, Director, Office of 
Proceedings.
Derrick A. Gardner,
Clearance Clerk.
[FR Doc. 2012-12511 Filed 5-22-12; 8:45 am]
BILLING CODE 4915-01-P