Notice2024-04340
Gulf & Atlantic Railways, LLC-Intra-Corporate Family Transaction Exemption-Chesapeake and Indiana Railroad Company, LLC and Northern Indiana Railroad Company, LLC
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
March 1, 2024
Issuing agencies
Surface Transportation Board
Full Text
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<title>Federal Register, Volume 89 Issue 42 (Friday, March 1, 2024)</title>
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[Federal Register Volume 89, Number 42 (Friday, March 1, 2024)]
[Notices]
[Pages 15253-15254]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2024-04340]
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SURFACE TRANSPORTATION BOARD
[Docket No. FD 36760]
Gulf & Atlantic Railways, LLC--Intra-Corporate Family Transaction
Exemption--Chesapeake and Indiana Railroad Company, LLC and Northern
Indiana Railroad Company, LLC
Gulf & Atlantic Railways, LLC (G&A), has filed a verified notice of
exemption for an intra-corporate family transaction under 49 CFR
1180.2(d)(3), for the benefit of Chesapeake and Indiana Railroad
Company, LLC (CKIN), and Northern Indiana Railroad Company, LLC (NIRC),
both Class III railroads. G&A seeks authority for an intra-corporate
family transaction pursuant to which CKIN and NIRC will merge, with
CKIN the surviving carrier. CKIN and NIRC are controlled directly by
G&A and indirectly by Macquarie Infrastructure Partners V GP, LLC, a
Macquarie Infrastructure Partners V fund vehicle, and MIP V Rail,
LLC.\1\
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\1\ G&A is an affiliate of Macquarie Infrastructure Partners V
GP, LLC. See Macquarie Infra. Partners V GP, LLC--Control
Exemption--Camp Chase Rail, LLC, FD 36685 (STB served Apr. 7, 2023);
Macquarie Infra. Partners V GP, LLC--Control Exemption--N. Ind.
R.R., FD 36729 (STB served Dec. 22, 2023).
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According to the verified notice, NIRC owns 32.97 miles of rail
line in Indiana but has never conducted freight rail operations on the
line, has no rail employees, and does not own or lease any rolling
stock. The verified notice states that CKIN currently leases and
operates 27.52 miles of NIRC's rail line.\2\ Following the merger, the
lease agreement will terminate, and NIRC's separate corporate existence
will cease. G&A states that the proposed merger of CKIN and NIRC will
consolidate ownership and operation of the NIRC line in a single
entity, simplify G&A's corporate structure, promote efficient
management, and eliminate the need to maintain the current lease
arrangement between NIRC and CKIN. According to the verified notice,
CKIN will continue to operate the NIRC line in the same manner it does
today.
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\2\ The verified notice states that CKIN discontinued service
over the remaining 5.45-mile segment of NIRC's line in 2017. See
Chesapeake & Ind. R.R.--Discontinuance of Service Exemption--in
Starke Cnty., Ind., AB 1259X (STB served Nov. 28, 2017).
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G&A states that the plan of merger that will govern the proposed
transaction does not include any provision that would limit the future
interchange of traffic with any third-party connecting carrier, nor is
NIRC's
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line subject to any existing agreement that imposes such a
restriction.\3\
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\3\ G&A filed with its verified notice an unexecuted copy of the
agreement and plan of merger.
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The verified notice states that following the proposed transaction,
CKIN will continue to operate the 27.52-mile NIRC line in the same
manner as it does today and that the transaction will not result in
adverse changes in service levels, significant operational changes, or
a change in the competitive balance with carriers outside the corporate
family. Therefore, the transaction is exempt from the prior approval
requirements of 49 U.S.C. 11323. See 49 CFR 1180.2(d)(3).
Unless stayed, the exemption will be effective on March 21, 2024
(30 days after the verified notice was filed). The verified notice
states that G&A, CKIN, and NIRC intend to consummate the proposed
transaction as soon as practicable after the effective date of the
exemption.
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
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 be filed no later than March 14,
2024 (at least seven days before the exemption becomes effective).
All pleadings, referring to Docket No. FD 36760, must be filed with
the Surface Transportation Board 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 G&A's
representative, Terrance M. Hynes, Sidley Austin LLP, 1501 K Street NW,
Washington, DC 20005.
According to G&A, this action is categorically excluded from
environmental review under 49 CFR 1105.6(c) and historic reporting
under 49 CFR 1105.8(b).
Board decisions and notices are available at <a href="http://www.stb.gov">www.stb.gov</a>.
Decided: February 26, 2024.
By the Board, Mai T. Dinh, Director, Office of Proceedings.
Tammy Lowery,
Clearance Clerk.
[FR Doc. 2024-04340 Filed 2-29-24; 8:45 am]
BILLING CODE 4915-01-P
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