USA: Short line group Pioneer Railcorp announced on July 19 that its shareholders had approved the company’s acquisition by BRX Transportation Holdings, an entity formed by infrastructure investors Brookhaven Rail Partners, Related Infrastructure and private equity investor Stephens Capital Partners.
Pioneer Railcorp owns 15 common carrier short lines including the Gettysburg & Northern Railroad, Garden City Western Railway and Napoleon, Defiance
& Western Railway, as well as a leasing company, two service companies and a contract shunting business.
BRX is to pay $18·81 per share in cash, a premium of 100·7% over Pioneer’s closing stock price on May 16, the last trading day prior to the announcement of the proposed acquisition. The transaction is expected to close in late July, subject to conditions including operating performance by Pioneer within a specified working capital floor and debt ceiling. Pioneer would then become a wholly-owned subsidiary of BRX.
Arnold & Porter is acting as legal adviser to BRX. BMO Capital Markets is exclusive financial adviser to Pioneer, and Briggs & Morgan is Pioneer’s legal adviser.