IMC Global Inc.Intracorporate Family Transaction Exemption Trona Railway Company, LLC

[Federal Register Volume 64, Number 67 (Thursday, April 8, 1999)]
[Notices]
[Page 17214]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-8472]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board
[STB Finance Docket No. 33730]


IMC Global Inc.--Intracorporate Family Transaction Exemption--
Trona Railway Company, LLC

    IMC Global Inc. (IMC), a noncarrier, has filed a verified notice of 
exemption. The exempt transaction involves the merger of two IMC 
subsidiaries: Trona Railway Company, LLC (TR-LLC), currently a 
noncarrier,\1\ and Trona Railway Company (Trona), a Class III 
railroad.\2\ Trona will be merged into TR-LLC, with TR-LLC being the 
surviving entity following the merger.
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    \1\ TR-LLC is a newly-formed limited liability company chartered 
in the State of Delaware.
    \2\ TR-LLC and Trona are both indirectly owned and controlled by 
IMC. Trona operates approximately 30 miles of rail line between 
Trona, CA, and a connection with the Union Pacific Railroad near 
Searles, CA. IMC also indirectly owns and controls The Hutchinson & 
Northern Railway Company, a Class III railroad, which operates 3 
miles of rail line in the State of Kansas.
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    The earliest the transaction could be consummated was March 25, 
1999, the effective date of the exemption (7 days after the notice of 
exemption was filed).
    The proposed merger is intended to modify IMC's corporate structure 
through the merger of Trona and TR-LLC in order to improve the 
financial viability of the applicants, to permit the merged company to 
enjoy the benefits afforded to limited liability companies under 
Delaware law, and to facilitate the recapitalization of certain 
noncarrier subsidiaries of IMC, including TR-LLC's direct corporate 
parent, IMC Chemicals Inc.
    This is a transaction within a corporate family of the type 
specifically exempted from prior review and approval under 49 CFR 
1180.2(d)(3). The parties state 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.
    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 sections 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 reopen the proceeding to 
revoke the exemption under 49 U.S.C. 10502(d) may be filed at any time. 
The filing of a petition to reopen will not automatically stay the 
transaction.
    An original and 10 copies of all pleadings, referring to STB 
Finance Docket No. 33730, must be filed with the Surface Transportation 
Board, Office of the Secretary, Case Control Unit, 1925 K Street, NW., 
Washington, DC 20423-0001. In addition, a copy of each pleading must be 
served on Donald H. Smith, Esq., Sidley & Austin, 1722 I Street, NW., 
Washington, DC 20006.
    Board decisions and notices are available on our website at 
``WWW.STB.DOT.GOV.''

    Decided: March 31, 1999.

    By the Board, David M. Konschnik, Director, Office of 
Proceedings.
Vernon A. Williams,
Secretary.
[FR Doc. 99-8472 Filed 4-7-99; 8:45 am]
BILLING CODE 4915-00-P