[Federal Register Volume 87, Number 231 (Friday, December 2, 2022)]
[Notices]
[Pages 74206-74207]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-26277]


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SURFACE TRANSPORTATION BOARD

[Docket No. FD 36650]


3i RR Holdings GP LLC, 3i RR Holdings Partnership L.P., 3i RR 
Intermediate Holdings LLC, 3i RR LLC, Regional Rail Holdings, LLC, 
Regional Rail Sub Holdings LLC, and Regional Rail, LLC--Control 
Exemption--Effingham Railroad Company, Illinois Western Railroad 
Company, and South Point & Ohio Railroad, Inc.

    3i RR Holdings GP LLC, 3i RR Holdings Partnership L.P., 3i RR 
Intermediate Holdings LLC, 3i RR LLC, Regional Rail Holdings, LLC, and

[[Page 74207]]

Regional Rail Sub Holdings LLC (collectively, 3i RR) and Regional Rail, 
LLC (Regional Rail), both noncarriers, have filed a verified notice of 
exemption under 49 CFR 1180.2(d)(2) to acquire control of Effingham 
Railroad Company (EFRR) and South Point & Ohio Railroad, Inc. (SPOR), 
both Class III carriers, and to acquire control of Illinois Western 
Railroad Company (ILW), a noncarrier, upon ILW's becoming a Class III 
rail carrier.
    This transaction is related to a concurrently filed verified notice 
of exemption in Illinois Western Railroad--Operation Exemption--in 
Greenville, Ill., Docket No. FD 36649, in which ILW seeks to operate 
approximately thirteen hundred feet of trackage owned by the City of 
Greenville, in Greenville, Bond County, Ill.
    According to the verified notice, Regional Rail is directly 
controlled by Regional Rail Sub Holdings LLC, which is controlled by 
Regional Rail Holdings, LLC, which is controlled by 3i RR LLC, which is 
controlled by 3i RR Intermediate Holdings LLC, which is controlled 3i 
RR Holdings Partnership L.P., which is controlled by 3i RR Holdings GP 
LLC. The verified notice states that Regional Rail is a non-carrier 
holding company that directly controls the following eight Class III 
railroads: (1) Carolina Coastal Railway, Inc., which operates in North 
Carolina and South Carolina; (2) East Penn Railroad, LLC, which 
operates in Delaware and Pennsylvania; (3) Florida Central Railroad 
Company, Inc., which operates in Florida; (4) Florida Midland Railroad 
Company, Inc., which operates in Florida; (5) Florida Northern Railroad 
Company, Inc., which operates in Florida; (6) Middletown & New Jersey 
Railroad, LLC, which operates in New York; (7) Port Manatee Railroad 
LLC, which operates in Florida, and (8) Tyburn Railroad LLC, which 
operates in Pennsylvania.\1\
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    \1\ See 3i Holdings GP LLC--Continuance in Control Exemption--
Port Manatee R.R., FD 36553 (STB served Nov. 21, 2022).
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    According to the verified notice, pursuant to a stock purchase 
agreement dated November 10, 2022, with respect to EFRR and ILW, and a 
stock purchase agreement to be entered into with respect to SPOR, 
Regional Rail proposes to acquire all of the stock of EFRR, ILW, and 
SPOR and assume direct control of those rail carriers. 3i RR and 
Regional Rail state that the stock purchase agreements do not include 
any provision that would limit the future interchange of traffic with a 
third-party connecting carrier.\2\
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    \2\ Public and confidential versions of the stock purchase 
agreements were filed with the verified notice. The confidential 
versions were submitted under seal concurrent with a motion for 
protective order, which is addressed in a separate decision.
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    3i RR and Regional Rail represent that: (1) the rail lines of EFRR, 
ILW, and SPOR do not connect with the rail lines of any of the other 
rail carriers controlled by 3i RR and Regional Rail; (2) the 
transaction is not part of a series of anticipated transactions that 
would result in such a connection; and (3) the 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).
    This transaction may be consummated on or after December 18, 2022, 
the effective date of the exemption (30 days after the verified notice 
was filed).
    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 for stay must be filed no later than December 9, 
2022.
    All pleadings, referring to Docket No. FD 36650, must be filed with 
the Surface Transportation Board either via e-filing on the Board's 
website or in writing addressed to 395 E Street SW, Washington, DC 
20423-0001. In addition, one copy of each pleading must be served on 3i 
RR's and Regional Rail's representative, Thomas J. Litwiler, Fletcher & 
Sippel LLC, 29 North Wacker Drive, Suite 800, Chicago, IL 60606-3208.
    According to 3i RR and Regional Rail, this action is categorically 
excluded from environmental review under 49 CFR 1105.6(c) and from 
historic reporting requirements under 49 CFR 1105.8(b).
    Board decisions and notices are available at www.stb.gov.

    Decided: November 29, 2022.

    By the Board, Mai T. Dinh, Director, Office of Proceedings.
Raina White,
Clearance Clerk.
[FR Doc. 2022-26277 Filed 12-1-22; 8:45 am]
BILLING CODE 4915-01-P