[Federal Register Volume 84, Number 148 (Thursday, August 1, 2019)]
[Notices]
[Pages 37708-37709]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-16440]
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SURFACE TRANSPORTATION BOARD
[Docket No. FD 36318]
5900 Holdings LLC--Corporate Family Transaction Exemption
On July 16, 2019, 5900 Holdings LLC (Holdings), a noncarrier, filed
a verified notice of exemption under 49 CFR 1180.2(d)(3), which exempts
from the prior approval requirements of 49 U.S.C. 11323
``[t]ransactions within a corporate family that do not result in
adverse changes in service levels, significant operational changes, or
a change in the competitive balance with carriers outside the corporate
family.'' 49 CFR 1180.2(d)(3).
Holdings states that it is a newly created limited liability
company owned by Hainesport Transportation Group, LLC (HTG). HTG is a
noncarrier holding company that also owns Hainesport Secondary
Railroad, LLC (HSRR), and Hainesport Industrial Railroad, LLC
(HIRR).\1\ Holdings states that HSRR currently owns three contiguous
lots of real property in Hainesport, N.J., which are traversed by two
rail lines known as the South Line and the East Line (collectively, the
Lines). Holdings states that HSRR leases the East Line to HIRR.\2\
According to Holdings, under the proposed transaction, Holdings would
acquire HIRR's lease of the East Line and enter a new lease with HSRR
for the remainder of the Lines; Holdings would subsequently designate
HSRR as the operator of the Lines and remain the non-operating lessee
with residual common carrier obligations.
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\1\ In Hainesport Transportation Group, LLC--Corp. Family
Transaction Exemption, FD 36184 (STB served May 24, 2018), the
owners of HSRR and HIRR filed a verified notice of exemption under
1180.2(d)(3) to trade their ownership interests in HSRR and HIRR for
an identical ownership interest in HTG. The Board determined that,
because the owners were ``merely inserting HTG, a noncarrier holding
company, in the chain of control between them and the railroads they
own,'' the transaction was outside the scope of 11323(a) and did not
require the Board's prior approval.
\2\ See Hainesport Indus. R.R.--Lease & Operation Exemption--
Hainesport Secondary R.R., FD 36185 (STB served July 3, 2018).
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Holdings states that the transaction will not result in adverse
changes in service levels, significant operational changes, or changes
in the competitive balance with carriers outside the corporate family.
Holdings states that the purpose of the transaction is to obtain
new financing.
The earliest this transaction may be consummated is August 15, 2019
(30 days after the verified notice of exemption was filed). Holdings
states that it expects to consummate the transaction on approximately
August 16, 2019.
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. However, 49 U.S.C. 11326(c)
does not provide for labor protection for transactions under 49 U.S.C.
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 rail 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 for stay must
[[Page 37709]]
be filed no later than August 8, 2019 (at least seven days before the
exemption becomes effective).
All pleadings, referring to Docket No. FD 36318, must be filed with
the Surface Transportation Board either via e-filing or in writing
addressed to 395 E Street SW, Washington, DC 20423. In addition, a copy
of each pleading must be served on Holdings' representative, John D.
Heffner, Clark Hill, PLC, 1001 Pennsylvania Avenue NW, Suite 1300
South, Washington, DC 20004.
According to Holdings, this action is excluded from environmental
review under 49 CFR 1105.6(c) and from historic preservation reporting
requirements under 49 CFR 1105.8(b)(1).
Board decisions and notices are available at www.stb.gov.
Decided: July 29, 2019.
By the Board, Scott M. Zimmerman, Acting Director, Office of
Proceedings.
Raina Contee,
Clearance Clerk.
[FR Doc. 2019-16440 Filed 7-31-19; 8:45 am]
BILLING CODE 4915-01-P