GWI Voting Trust and R. Lawrence McCaffery, Voting Trustee-Control Exemption-RailAmerica, Inc., et al., 50761-50762 [2012-20665]

Download as PDF mstockstill on DSK4VPTVN1PROD with NOTICES Federal Register / Vol. 77, No. 163 / Wednesday, August 22, 2012 / Notices Administration, RPD–3, Federal Railroad Administration, 1200 New Jersey Ave. SE., Mail Stop 20, Washington, DC 20590 (telephone: (202) 493–6353), or Ms. Kimberly Toone, Office of Information Technology, RAD– 20, Federal Railroad Administration, 1200 New Jersey Ave. SE., Mail Stop 35, Washington, DC 20590 (telephone: (202) 493–6132). (These telephone numbers are not toll-free.). SUPPLEMENTARY INFORMATION: The Paperwork Reduction Act of 1995 (PRA), Public Law 104–13, Section 2, 109 Stat. 163 (1995) (codified as revised at 44 U.S.C. 3501–3520), and its implementing regulations, 5 CFR part 1320, require Federal agencies to issue two notices seeking public comment on information collection activities before OMB may approve paperwork packages. 44 U.S.C. 3506, 3507; 5 CFR 1320.5, 1320.8(d)(1), 1320.12. On June 20, 2012, FRA published a 60-day notice in the Federal Register soliciting comments on ICR that the agency was seeking OMB approval. 77 FR 37092. FRA received no comments after issuing this 60-day notice. Accordingly, DOT announces that these information collection activities have been re-evaluated and certified under 5 CFR 1320.5(a) and forwarded to OMB for review and approval pursuant to 5 CFR 1320.12(c). Before OMB decides whether to approve these proposed collections of information, it must provide 30 days for public comment. 44 U.S.C. 3507(b); 5 CFR 1320.12(d). Federal law requires OMB to approve or disapprove paperwork packages between 30 and 60 days after the 30 day notice is published. 44 U.S.C. 3507(b)–(c); 5 CFR 1320.12(d); see also 60 FR 44978, 44983, Aug. 29, 1995. OMB believes that the 30 day notice informs the regulated community to file relevant comments and affords the agency adequate time to digest public comments before it renders a decision. 60 FR 44983, Aug. 29, 1995. Therefore, respondents should submit their respective comments to OMB within 30 days of publication to best ensure having their full effect. 5 CFR 1320.12(c); see also 60 FR 44983, Aug. 29, 1995. The summaries below describe the nature of the information collection requirements (ICRs) and the expected burden. The revised requirements are being submitted for clearance by OMB as required by the PRA. Title: Notice of Funds Availability and Solicitation of Applications for Grants under the Railroad Rehabilitation and Repair Grant Program. OMB Control Number: 2130–0580. Type of Request: Revision of a currently approved collection. VerDate Mar<15>2010 16:53 Aug 21, 2012 Jkt 226001 Affected Public: State and local governments, government sponsored authorities and corporations, railroads. Abstract: The Railroad Rehabilitation and Repair Grant Program (Catalog of Federal Domestic Assistance (CFDA) Program Number 20.314), was originally supported with up to $20,000,000 of Federal funds provided to FRA as part of the Consolidated Security, Disaster Assistance, and Continuing Appropriations Act, 2009 (Pub. L. 110– 329, September 30, 2008). On May 27, 2009, FRA selected 12 projects, totaling $15 million under this program. On August 5, 2010, FRA selected 10 more projects for the remaining funds. A few revisions to grant agreements and closeout of grants are the only remaining activities for this program. Funds provided under this program may constitute no more than 80 percent of the total cost of a selected project, with the remaining cost funded from other non-Federal sources. Projects include repairs and rehabilitation to Class II and Class III railroad infrastructure damaged by hurricanes, floods, and natural disasters that are located in counties that were identified in a Disaster Declaration for Public Assistance issued by the President (https://www.fema.gov/news/ disasters.fema#sev1). Class II and Class III railroad infrastructure repaired and rehabilitated include railroad rights-of-way, bridges, signals and other infrastructure which are part of the general railroad system of transportation and primarily used by railroads to move freight traffic. FRA anticipates that no further public notification will be made with respect to this program. Form Number(s): N/A. Annual Estimated Burden Hours: 1,048 hours. ADDRESSES: Send comments regarding these information collections to the Office of Information and Regulatory Affairs, Office of Management and Budget, 725 Seventeenth Street NW., Washington, DC 20503, Attention: FRA Desk Officer. Alternatively, comments may be sent via email to the Office of Information and Regulatory Affairs (OIRA), Office of Management and Budget, at the following address: oira_submissions@omb.eop.gov. Comments are invited on the following: Whether the proposed collections of information are necessary for the proper performance of the functions of the Department, including whether the information will have practical utility; the accuracy of the Department’s estimates of the burden of the proposed information collections; PO 00000 Frm 00088 Fmt 4703 Sfmt 4703 50761 ways to enhance the quality, utility, and clarity of the information to be collected; and ways to minimize the burden of the collections of information on respondents, including the use of automated collection techniques or other forms of information technology. A comment to OMB is best assured of having its full effect if OMB receives it within 30 days of publication of this notice in the Federal Register. Authority: 44 U.S.C. 3501–3520. Issued in Washington, DC, on August 15, 2012. Michael Logue, Associate Administrator for Administration, Federal Railroad Administration. [FR Doc. 2012–20628 Filed 8–21–12; 8:45 am] BILLING CODE 4910–06–P DEPARTMENT OF TRANSPORTATION Surface Transportation Board [Docket No. FD 35660] GWI Voting Trust and R. Lawrence McCaffery, Voting Trustee—Control Exemption—RailAmerica, Inc., et al. GWI Voting Trust (Voting Trust), a noncarrier, created by Genesee & Wyoming Inc. (GWI),1 a noncarrier holding company, and R. Lawrence McCaffery, a noncarrier individual (Voting Trustee), (collectively, applicants) have filed a verified notice of exemption to acquire control of RailAmercia, Inc. (RailAmerica) and the 41 United States Class III rail carriers that RailAmerica indirectly controls (the RailAmerica Railroads). GWI has created the Voting Trust so that the common stock of RailAmerica will be placed into an independent voting trust during the review of an application for approval that is pending before the Board in Docket No. FD 35654, Genesee & Wyoming Inc.— Control—RailAmerica, Inc., et al. In that proceeding, GWI is seeking approval of such control. RailAmerica controls the following Class III rail carriers in the United States: Alabama & Gulf Coast Railway L.L.C., Arizona & California Railroad Company, Bauxite & Northern Railway Company, California Northern Railroad Company, Carolina Piedmont Division, Cascade and Columbia River Railroad Company, Central Oregon & Pacific Railroad, Inc., The Central Railroad Company of Indiana, Central Railroad Company of Indianapolis, Chesapeake & Albemarle Railroad Co., Inc., Chicago, Ft. Wayne & Eastern, Conecuh Valley 1 Applicants state that GWI is participating in this proceeding as the settlor. E:\FR\FM\22AUN1.SGM 22AUN1 50762 Federal Register / Vol. 77, No. 163 / Wednesday, August 22, 2012 / Notices mstockstill on DSK4VPTVN1PROD with NOTICES Railway, Connecticut Southern Railroad, Inc., Dallas, Garland & Northeastern Railroad, Inc., Eastern Alabama Railway, LLC, Grand Rapids Eastern Railroad Inc., Huron & Eastern Railway Company, Inc., Indiana & Ohio Railway Company, Indiana Southern Railroad, LLC., Kiamichi Railroad Company L.L.C., Kyle Railroad Company, Marquette Rail, LLC, The Massena Terminal Railroad Company, Mid-Michigan Railroad, Inc., Michigan Shore Railroad, Inc., Missouri & Northern Arkansas Railroad Company, Inc., New England Central Railroad, Inc., North Carolina & Virginia Railroad Company, LLC, Otter Tail Valley Railroad Company, Inc., Point Comfort & Northern Railway Company, Puget Sound & Pacific Railroad, Rockdale, Sandow & Southern Railroad Company, San Diego & Imperial Valley Railroad Company, Inc., San Joaquin Valley Railroad Co., South Carolina Central Railroad Company, LLC, Texas Northeastern Railroad, Three Notch Railway, LLC, Toledo, Peoria & Western Railway Corporation, Ventura County Railroad Corp., Wellsboro & Corning Railroad, LLC and Wiregrass Central Railway, LLC. Applicants state that, pursuant to an agreement and plan of merger, Jaguar Acquisition Sub Inc., a wholly owned subsidiary of GWI, will merge with and into RailAmerica, with RailAmerica being the surviving corporation. As a result of the merger, GWI will obtain direct control of RailAmerica and indirect control of the RailAmerica Railroads. Upon completion of the merger, GWI plans immediately to place the shares of RailAmercia into the Voting Trust that has been established in accordance with the Board’s regulations at 49 CFR 1013.2 Applicants state that, because they would have temporary voting control of more than one railroad, they are filing this notice of exemption to confirm that, if and when the stock of RailAmerica is placed into the Voting Trust, they will have appropriate authority to control RailAmerica and the RailAmerica Railroads.3 Applicants also note that the 2 GWI has submitted a copy of the voting trust agreement to the Board for an informal, nonbinding opinion asking whether the voting trust would effectively insulate GWI from unauthorized acquisition of control of RailAmerica, pending Board review of the control application filed in FD 35654. In a letter dated August 3, 2012, the Director, Office of Proceedings, informed GWI that it is her opinion that the proposed voting trust agreement would effectively insulate GWI from unauthorized control of RailAmerica. 3 Applicants state that, pursuant to the voting trust agreement, the Voting Trust will only hold the shares of RailAmerica until the Board acts on the application. If the application is approved, the VerDate Mar<15>2010 16:53 Aug 21, 2012 Jkt 226001 Voting Trustee will be entitled to vote all of the stock held by the Voting Trust. According to applicants, they will not be in control of any railroads prior to the stock being placed in the Voting Trust, and that there will be no substantial change in the management or operation of the RailAmerica Railroads during the time they are in control of them. The transaction may be consummated on or after September 5, 2012 (30 days after the notice of exemption was filed). Applicant states that: (1) The rail lines of the RailAmerica Railroads do not connect with any rail lines in the corporate family of the Voting Trust or the Voting Trustee (they have none); (2) the transaction is not part of a series of anticipated transactions that would connect these rail lines with each other or any railroad in their corporate family; and (3) the transaction does not involve a Class I rail 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. Section 11326(c), however, does not provide for labor protection for transactions under §§ 11324 and 11325 that involve only Class III rail carriers. Accordingly, the Board may not impose labor protective conditions here, because all of the carriers involved are Class III 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 August 29, 2012 (at least 7 days before the exemption becomes effective). An original and 10 copies of all pleadings, referring to Docket No. FD 35660, must be filed with the Surface Transportation Board, 395 E Street SW., Washington, DC 20423–0001. In addition, a copy of each pleading must be served on David H. Coburn, Steptoe & Johnson LLP, 1330 Connecticut Ave. NW., Washington, DC 20036 and Eric M. Hocky, Thorp Reed & Armstrong, LLP, One Commerce Square, 2005 Market Street, Suite 1000, Philadelphia, PA 19103. shares of RailAmerica will be distributed to GWI. If the application is denied, the shares of RailAmerica (or the controlled railroads) will be sold to buyers approved by the Board in accordance with the terms of the voting trust agreement. PO 00000 Frm 00089 Fmt 4703 Sfmt 4703 Board decisions and notices are available on our Web site at www.stb.dot.gov. Decided: August 17, 2012. By the Board, Rachel D. Campbell, Director, Office of Proceedings. Jeffrey Herzig, Clearance Clerk. [FR Doc. 2012–20665 Filed 8–21–12; 8:45 am] BILLING CODE 4915–01–P DEPARTMENT OF TRANSPORTATION Surface Transportation Board [Docket No. FD 35655] Arkansas-Oklahoma Railroad, Inc.— Lease and Operation Exemption—Line of Union Pacific Railroad Company Arkansas-Oklahoma Railroad, Inc. (AOK), a Class III rail carrier, has filed a verified notice of exemption under 49 CFR 1150.41 to lease from Union Pacific Railroad Company and to operate approximately 1.5 miles of rail line between milepost 446.5, at/near Shawnee, and milepost 445.0, east of Shawnee at Brangus Road, in Pottawatomie County, Okla. AOK states that consummation of the transaction will occur on or about September 4, 2012. The earliest the transaction can be consummated, however, is September 5, 2012, the effective date of the exemption (30 days after the exemption was filed). AOK certifies that its projected annual revenues as a result of this transaction will not exceed $5 million or result in the creation of a Class II or Class I rail carrier. 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. Stay petitions must be filed no later than August 29, 2012 (at least seven days before the exemption becomes effective). An original and ten copies of all pleadings, referring to Docket No. FD 35655, must be filed with the Surface Transportation Board, 395 E Street SW., Washington, DC 20423–0001. In addition, one copy of each pleading must be served on Daniel A. LaKemper, General Counsel, Arkansas-Oklahoma Railroad, Inc., P.O. Box 185, Morton, IL 61550. Board decisions and notices are available on our Web site at www.stb. dot.gov. Decided: August 17, 2012. E:\FR\FM\22AUN1.SGM 22AUN1

Agencies

[Federal Register Volume 77, Number 163 (Wednesday, August 22, 2012)]
[Notices]
[Pages 50761-50762]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2012-20665]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. FD 35660]


GWI Voting Trust and R. Lawrence McCaffery, Voting Trustee--
Control Exemption--RailAmerica, Inc., et al.

    GWI Voting Trust (Voting Trust), a noncarrier, created by Genesee & 
Wyoming Inc. (GWI),\1\ a noncarrier holding company, and R. Lawrence 
McCaffery, a noncarrier individual (Voting Trustee), (collectively, 
applicants) have filed a verified notice of exemption to acquire 
control of RailAmercia, Inc. (RailAmerica) and the 41 United States 
Class III rail carriers that RailAmerica indirectly controls (the 
RailAmerica Railroads).
---------------------------------------------------------------------------

    \1\ Applicants state that GWI is participating in this 
proceeding as the settlor.
---------------------------------------------------------------------------

    GWI has created the Voting Trust so that the common stock of 
RailAmerica will be placed into an independent voting trust during the 
review of an application for approval that is pending before the Board 
in Docket No. FD 35654, Genesee & Wyoming Inc.--Control--RailAmerica, 
Inc., et al. In that proceeding, GWI is seeking approval of such 
control.
    RailAmerica controls the following Class III rail carriers in the 
United States: Alabama & Gulf Coast Railway L.L.C., Arizona & 
California Railroad Company, Bauxite & Northern Railway Company, 
California Northern Railroad Company, Carolina Piedmont Division, 
Cascade and Columbia River Railroad Company, Central Oregon & Pacific 
Railroad, Inc., The Central Railroad Company of Indiana, Central 
Railroad Company of Indianapolis, Chesapeake & Albemarle Railroad Co., 
Inc., Chicago, Ft. Wayne & Eastern, Conecuh Valley

[[Page 50762]]

Railway, Connecticut Southern Railroad, Inc., Dallas, Garland & 
Northeastern Railroad, Inc., Eastern Alabama Railway, LLC, Grand Rapids 
Eastern Railroad Inc., Huron & Eastern Railway Company, Inc., Indiana & 
Ohio Railway Company, Indiana Southern Railroad, LLC., Kiamichi 
Railroad Company L.L.C., Kyle Railroad Company, Marquette Rail, LLC, 
The Massena Terminal Railroad Company, Mid-Michigan Railroad, Inc., 
Michigan Shore Railroad, Inc., Missouri & Northern Arkansas Railroad 
Company, Inc., New England Central Railroad, Inc., North Carolina & 
Virginia Railroad Company, LLC, Otter Tail Valley Railroad Company, 
Inc., Point Comfort & Northern Railway Company, Puget Sound & Pacific 
Railroad, Rockdale, Sandow & Southern Railroad Company, San Diego & 
Imperial Valley Railroad Company, Inc., San Joaquin Valley Railroad 
Co., South Carolina Central Railroad Company, LLC, Texas Northeastern 
Railroad, Three Notch Railway, LLC, Toledo, Peoria & Western Railway 
Corporation, Ventura County Railroad Corp., Wellsboro & Corning 
Railroad, LLC and Wiregrass Central Railway, LLC.
    Applicants state that, pursuant to an agreement and plan of merger, 
Jaguar Acquisition Sub Inc., a wholly owned subsidiary of GWI, will 
merge with and into RailAmerica, with RailAmerica being the surviving 
corporation. As a result of the merger, GWI will obtain direct control 
of RailAmerica and indirect control of the RailAmerica Railroads. Upon 
completion of the merger, GWI plans immediately to place the shares of 
RailAmercia into the Voting Trust that has been established in 
accordance with the Board's regulations at 49 CFR 1013.\2\ Applicants 
state that, because they would have temporary voting control of more 
than one railroad, they are filing this notice of exemption to confirm 
that, if and when the stock of RailAmerica is placed into the Voting 
Trust, they will have appropriate authority to control RailAmerica and 
the RailAmerica Railroads.\3\ Applicants also note that the Voting 
Trustee will be entitled to vote all of the stock held by the Voting 
Trust.
---------------------------------------------------------------------------

    \2\ GWI has submitted a copy of the voting trust agreement to 
the Board for an informal, nonbinding opinion asking whether the 
voting trust would effectively insulate GWI from unauthorized 
acquisition of control of RailAmerica, pending Board review of the 
control application filed in FD 35654. In a letter dated August 3, 
2012, the Director, Office of Proceedings, informed GWI that it is 
her opinion that the proposed voting trust agreement would 
effectively insulate GWI from unauthorized control of RailAmerica.
    \3\ Applicants state that, pursuant to the voting trust 
agreement, the Voting Trust will only hold the shares of RailAmerica 
until the Board acts on the application. If the application is 
approved, the shares of RailAmerica will be distributed to GWI. If 
the application is denied, the shares of RailAmerica (or the 
controlled railroads) will be sold to buyers approved by the Board 
in accordance with the terms of the voting trust agreement.
---------------------------------------------------------------------------

    According to applicants, they will not be in control of any 
railroads prior to the stock being placed in the Voting Trust, and that 
there will be no substantial change in the management or operation of 
the RailAmerica Railroads during the time they are in control of them.
    The transaction may be consummated on or after September 5, 2012 
(30 days after the notice of exemption was filed).
    Applicant states that: (1) The rail lines of the RailAmerica 
Railroads do not connect with any rail lines in the corporate family of 
the Voting Trust or the Voting Trustee (they have none); (2) the 
transaction is not part of a series of anticipated transactions that 
would connect these rail lines with each other or any railroad in their 
corporate family; and (3) the transaction does not involve a Class I 
rail 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. Section 11326(c), however, does 
not provide for labor protection for transactions under Sec. Sec.  
11324 and 11325 that involve only Class III rail carriers. Accordingly, 
the Board may not impose labor protective conditions here, because all 
of the carriers involved are Class III 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 August 29, 
2012 (at least 7 days before the exemption becomes effective).
    An original and 10 copies of all pleadings, referring to Docket No. 
FD 35660, must be filed with the Surface Transportation Board, 395 E 
Street SW., Washington, DC 20423-0001. In addition, a copy of each 
pleading must be served on David H. Coburn, Steptoe & Johnson LLP, 1330 
Connecticut Ave. NW., Washington, DC 20036 and Eric M. Hocky, Thorp 
Reed & Armstrong, LLP, One Commerce Square, 2005 Market Street, Suite 
1000, Philadelphia, PA 19103.
    Board decisions and notices are available on our Web site at 
www.stb.dot.gov.

    Decided: August 17, 2012.

    By the Board, Rachel D. Campbell, Director, Office of 
Proceedings.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2012-20665 Filed 8-21-12; 8:45 am]
BILLING CODE 4915-01-P
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