[Federal Register Volume 84, Number 188 (Friday, September 27, 2019)]
[Notices]
[Pages 51219-51220]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-21025]


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SURFACE TRANSPORTATION BOARD

[Docket No. FD 36345]


First State Infrastructure Managers (International) Limited, 
Global Diversified Infrastructure Fund (North America) LP, and 
Mitsubishi UFJ Financial Group, Inc.--Acquisition of Control 
Exemption--SteelRiver Transport Ventures LLC and Patriot Rail Company 
LLC

    First State Infrastructure Managers (International) Limited (FSIM), 
Global Diversified Infrastructure Fund (North America) LP (GDIF-US), 
and Mitsubishi UFJ Financial Group, Inc. (MUFG),\1\ all noncarriers, 
have filed a verified notice of exemption under 49 CFR 1180.2(d)(2) to 
acquire control of SteelRiver Transport Ventures LLC (SRTV) \2\ and its 
indirect subsidiary, Patriot Rail Company LLC (Patriot), both 
noncarriers, and 14 Class III rail carriers indirectly controlled by 
Patriot.\3\ The verified notice states that a Purchase and Sale 
Agreement dated August 24, 2019, was executed by SRATH and DPH Holdco 
LLC as the sellers and FSIM on behalf of the buyer.\4\
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    \1\ The verified notice states that subsidiaries of MUFG 
acquired FSIM and MUFG is therefore the ultimate parent of FSIM. 
GDIF-US is a pooled investment fund which is in the process of being 
formed as a Delaware limited partnership. Pursuant to an agreement 
with GDIF-US's general partner, FSIM will be delegated the authority 
to manage and control GDIF-US. MUFG, FSIM, and GDIF-US are 
collectively referred to as ``First State.''
    \2\ The verified notice states that SRTV's ownership currently 
consists of Class A and Class B interests. The Class A interests are 
held by PRC Holdings LLC, which is a subsidiary of PRC Funding LLC, 
which is a subsidiary of SteelRiver Arch Transport Holdings LLC 
(SRATH). The Class B interests are held by DPH Holdco LLC. GDIF-US 
will complete the proposed acquisition of SRTV by acquiring PRC 
Funding LLC from SRATH and purchasing the Class B interests from DPH 
Holdco LLC.
    \3\ The 14 Class III rail carriers are: Columbia & Cowlitz 
Railway, LLC; DeQueen and Eastern Railroad, LLC; Georgia 
Northeastern Railroad Company LLC; Golden Triangle Railroad, LLC; 
Kingman Terminal Railroad, LLC; Louisiana and North West Railroad 
Company, LLC; Patriot Woods Railroad, LLC; Rarus Railway, LLC, d/b/a 
Butte, Anaconda & Pacific Railway Co.; Sacramento Valley Railroad, 
LLC; Temple & Central Texas Railway, LLC; Tennessee Southern 
Railroad Company, LLC; Texas, Oklahoma & Eastern Railroad, LLC; Utah 
Central Railway Company, LLC; and West Belt Railway LLC.
    \4\ Concurrently with its verified notice, First State filed a 
motion for protective order under 49 CFR 1104.14(b), which will be 
addressed in a separate decision.
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    The earliest the transaction may be consummated is October 13, 
2019, the effective date of the exemption (30 days after the verified 
notice was filed).\5\
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    \5\ First State states that it intends to consummate the 
proposed transaction on or shortly after October 15, 2019.
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    The verified notice states that: (i) The 14 SRTV/Patriot railroads 
do not connect with a railroad controlled by First State; (ii) the 
subject acquisition of control is not intended to connect the SRTV/
Patriot railroads with any other railroad; and (iii) 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. 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. Because this 
transaction involves Class III rail carriers only, the Board, under the 
statute, may not impose labor protective conditions for this 
transaction.
    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 no later than October 4, 
2019 (at least seven days before the exemption becomes effective).
    A copy of any petition filed with the Board should be sent to First 
State's representative: Thomas J. Litwiler, Fletcher & Sippel LLC, 29 
North Wacker Drive, Suite 800, Chicago, IL 60606.
    Board decisions and notices are available at www.stb.gov.

    Decided: September 24, 2019.


[[Page 51220]]


    By the Board, Allison C. Davis, Director, Office of Proceedings.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2019-21025 Filed 9-26-19; 8:45 am]
 BILLING CODE 4915-01-P