Notice2026-18530
Fortress Investment Group LLC, et al.-Intra-Corporate Family Transaction Exemption
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
September 11, 2026
Issuing agencies
Surface Transportation Board
Full Text
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<title>Federal Register, Volume 91 Issue 175 (Friday, September 11, 2026)</title>
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[Federal Register Volume 91, Number 175 (Friday, September 11, 2026)]
[Notices]
[Pages 57952-57953]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2026-18530]
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SURFACE TRANSPORTATION BOARD
[Docket No. FD 36951]
Fortress Investment Group LLC, et al.--Intra-Corporate Family
Transaction Exemption
Fortress Investment Group LLC (Fortress), a noncarrier, for the
benefit of FTAI Infrastructure Inc. (FTAI), which directly or
indirectly controls Percy Acquisition LLC, which has changed its name
to Transtar Holdings LLC (Transtar Holdings), FIP RR Holding Company
LLC (FIPRR HoldCo), FIP RR Holdings LLC (FIPRR Holdings), FIP RR 1 LLC,
and FIP RR 2 LLC (FIPRR2) (collectively, Fortress Parties), has filed a
verified notice of exemption for an
[[Page 57953]]
intra-corporate family transaction under 49 CFR 1180.2(d)(3).
According to the verified notice, FIPRR2 currently has direct
control of The Wheeling Corporation (Wheeling Corp.), a noncarrier that
has two rail carrier subsidiaries: Wheeling & Lake Erie Railway (W&LE),
a Class II carrier, and Akron Barberton Cluster Railway Company (ABC),
a Class III carrier. Further, FIPRR2 currently has direct control of
Transtar, LLC, which has changed its name to The Wheeling Holding
Company LLC (Wheeling HoldCo), and which controls six Class III rail
carriers: (1) Union Railroad Company, LLC; (2) Gary Railway Company,
LLC; (3) Delray Connecting Railroad Company; (4) Texas & Northern
Railway Company, LLC; (5) The Lake Terminal Railroad Company, LLC; and
(6) East Ohio Valley Railway LLC.\1\
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\1\ Wheeling HoldCo also controls a private switching railroad,
Fairfield Southern Company LLC, and an equipment leasing
corporation, Birmingham Southern Railroad.
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According to the verified notice, the proposed transaction will
transfer direct control of Wheeling Corp. (which owns and control W&LE
and ABC) from FIPRR2 to Wheeling HoldCo. Fortress will continue to
manage FTAI, which will continue to indirectly control FIPRR2 as
follows: FTAI will continue to control Transtar Holdings, which will
continue to control FIPRR HoldCo, which will continue to control FIPRR
Holdings, which will continue to control FIPRR2, which will continue to
control Wheeling HoldCo, which will then control Wheeling Corp.
Fortress Parties state that the proposed transfer will promote
management and operational efficiencies by placing all of the operating
railroads within the corporate family under the direct control of
Wheeling HoldCo. A draft copy of the resolution governing the proposed
transaction was submitted with the verified notice as Exhibit B.
Fortress Parties state that the proposed transaction does not
include an interchange commitment under 49 CFR 1180.4(g). The verified
notice states that the proposed 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 September 27,
2026 (30 days after the verified notice was filed). The verified notice
states that Fortress Parties intend to consummate the proposed
transaction on or 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. Because the transaction
involves the control of one Class II and one or more Class III rail
carriers, the transaction is subject to the labor protection
requirements of 49 U.S.C. 11326(b) and Wisconsin Central Ltd.--
Acquisition Exemption--Lines of Union Pacific Railroad, 2 S.T.B. 218
(1997).
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 September 18,
2026 (at least seven days before the exemption becomes effective).
All pleadings, referring to Docket No. FD 36951, 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 Fortress Parties'
representative, Williams A. Mullins, Mullins Law Group PLLC, 2001 L
Street NW, Suite 720, Washington, DC 20036.
According to Fortress Parties, 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: September 8, 2026.
By the Board, Anika S. Cooper, Chief Counsel, Office of Chief
Counsel.
Zantori Dickerson,
Clearance Clerk.
[FR Doc. 2026-18530 Filed 9-10-26; 8:45 am]
BILLING CODE 4915-01-P
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