Railroad holding company Pioneer Railcorp announced Friday it had entered into a definitive merger agreement with BRX Transportation Holdings LLC under which BRX would acquire Pioneer for $18.81 per share in cash.
Under the terms of the agreement, BRX, which is an entity formed by Brookhaven Rail Partners and Related Infrastructure, would acquire through merger all the outstanding shares of Pioneer’s Class A common stock. Shareholders other than Pioneer’s subsidiary Heartland Rail Investments LLC would receive $18.81 per share in cash and Heartland shares would be canceled without consideration, according to a statement by Pioneer.
The merger, which is subject to Pioneer operating conditions and approval by Pioneer’s shareholders and the Surface Transportation Board, is expected to close in the third quarter.
Pioneer is the parent company of 17 short-line common carrier railroad operations, an equipment leasing company, two service companies and a contract services switching company. Pioneer and its subsidiaries operate in Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Michigan, Mississippi, Ohio, Pennsylvania and Tennessee.
“We are pleased to partner with Brookhaven to build a rail-based infrastructure platform,” said Andrew Right, managing partner of Related Infrastructure, in the statement. “We appreciate the work (Pioneer President and CEO) Mike Carr and his team have done to create the Pioneer portfolio of rail businesses. We look forward to working with [Brookhaven Principal Alex Yeros] and the entire team at Brookhaven, an industry-leading team with over 25 years of experience building businesses in the short-line rail industry to further drive expansion of the platform.”