[Federal Register Volume 90, Number 94 (Friday, May 16, 2025)]
[Notices]
[Pages 21101-21102]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-08799]


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SURFACE TRANSPORTATION BOARD

[Docket No. FD 36853]


Star America Fund II GP, LLC (on Behalf of Star America 
Infrastructure Fund II, LP and Star America Infrastructure Fund II 
(Parallel), LP) and Star America Rail Holdco, LLC--Control Exemption--
Belpre Industrial Parkersburg Railroad, LLC; Bucyrus Industrial 
Railroad, LLC; Cornhusker Railroad, LLC

    Star America Fund II GP, LLC (on behalf of Star America 
Infrastructure Fund II, LP, and Star America Infrastructure Fund II 
(Parallel), LP) and Star America Rail Holdco, LLC (Star America Rail 
Holdco), all noncarriers (collectively, Applicants), have filed a 
verified notice of exemption under 49 CFR 1180.2(d)(2) to acquire 
control of Belpre Industrial Parkersburg Railroad, LLC (BIP), Bucyrus 
Industrial Railroad, LLC (BIR), and Cornhusker Railroad, LLC (CNRR), 
all Class III railroads.
    According to the verified notice, Star America Rail Holdco \1\ 
currently holds a non-controlling interest in Cathcart Rail Holdco, LLC 
(Cathcart Rail Holdco), a noncarrier, which owns Cathcart Rail, LLC, a 
noncarrier, which owns Cathcart Rail Services, LLC (Cathcart Rail 
Services), a noncarrier, which controls BIP, BIR, and CNRR. The 
verified notice states that, pursuant to an agreement,\2\ Star America 
Rail Holdco has agreed to acquire a controlling interest in Cathcart 
Rail Holdco (and thus indirectly in BIP, BIR, and CNRR), via the 
purchase of additional shares in Cathcart Rail Holdco from Cathcart, 
Inc.\3\
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    \1\ Star America Fund II GP, LLC (on behalf of Star America 
Infrastructure Fund II, LP, and Star America Infrastructure Fund II 
(Parallel), LP), controls Star America Rail Holdco.
    \2\ Public and confidential versions of the agreement were filed 
with the verified notice. The confidential version was submitted 
under seal concurrently with a motion for protective order, which 
will be addressed in a separate decision.
    \3\ Applicants state that ``[t]he presence of intermediate 
noncarrier holding companies (Cathcart Rail Holdco, Cathcart Rail, 
LLC, and Cathcart Rail Services, LLC) in the `chain of control' does 
not implicate the Board's authority or require authorization.'' 
(Verified Notice 3 n.2 (citing Hainesport Transp. Grp., LLC--Corp. 
Fam. Transaction Exemption, FD 36184, slip op. at 1 (STB served May 
24, 2018).)
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    Applicants state that: (1) the railroads would not connect with 
each other or any railroads in their corporate family; (2) the 
acquisition is not part of a series of anticipated transactions that 
would connect the railroads with each other or any railroad in their 
corporate family, and (3) the transaction does not involve a Class I 
rail carrier. Therefore, the proposed transaction is exempt from the 
prior approval requirements of 49 U.S.C. 11323. See 49 CFR 
1180.2(d)(2).
    The earliest this transaction may be consummated is June 1, 2025, 
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

[[Page 21102]]

the exemption. Petitions to stay must be filed by May 23, 2025.
    All pleadings, referring to Docket No. FD 36853, 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, a copy of each pleading must be served on 
Applicants' representative, Amy Bohannon, Tikehau Capital, 9 West 57th 
Street, 45th Floor, New York, NY 10019.
    According to Applicants, this action is categorically excluded from 
environmental review under 49 CFR 1105.6(c) and from historic 
preservation reporting requirements under 49 CFR 1105.8(b).
    Board decisions and notices are available at www.stb.gov.

    Decided: May 13, 2025.

    By the Board, Valerie O. Quinn, Acting Director, Office of 
Proceedings.
Brendetta Jones,
Clearance Clerk.
[FR Doc. 2025-08799 Filed 5-15-25; 8:45 am]
BILLING CODE 4915-01-P