Tag: Arnold

Pioneer Railcorp Shareholders Approve Merger with BRX

July 19, 2019 / WIL BALDWIN

PEORIA, Ill., July 19, 2019 /PRNewswire/ — Pioneer Railcorp (OTC: PRRR, “Pioneer”), a railroad holding company that owns short-line railroads and several other railroad-related businesses including a railroad equipment company and a contract switching services company, today announced that its shareholders have approved the previously announced definitive merger agreement with BRX Transportation Holdings, LLC (“BRX”), an entity formed by Brookhaven Rail Partners (“Brookhaven”), Related Infrastructure (“Related”) and Stephens Capital Partners LLC (“Stephens”). The proposal to approve the merger agreement and the transactions contemplated thereby was approved with voting results as follows:

Under the terms of the merger agreement, BRX will acquire through merger all of the outstanding shares of Pioneer’s Class A common stock. Shareholders other than Heartland will receive $18.81 per share in cash and the Heartland shares will be cancelled without consideration.

Consummation of the merger remains subject to various closing conditions, including operating performance by Pioneer within a specified working capital floor and debt ceiling. Subject to satisfaction of the closing conditions, the transaction is expected to close in late July 2019. Upon closing of the transaction, Pioneer will become a wholly-owned subsidiary of BRX and its Class A common stock will cease trading on the OTC Markets.

Arnold & Porter is acting as legal advisor to BRX in this transaction. BMO Capital Markets is serving as exclusive financial advisor to Pioneer in connection with this transaction and Briggs and Morgan, P.A. is acting as Pioneer’s legal advisor.

About Pioneer
Pioneer Railcorp is the parent company of 15 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 the following states: Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Michigan, Mississippi, Ohio, Pennsylvania and Tennessee. For more information on Pioneer, please visit www.Pioneer-Railcorp.com

About Brookhaven
Brookhaven Rail Partners is an affiliate of Denver-based Brookhaven Capital Partners, a privately held, real estate and infrastructure investment and management firm. Brookhaven and its principals have a 25-year track record of investing in, operating and developing critical transportation assets that support industry, and promote new economic development, community investment, and job creation. For more information on Brookhaven, please visit www.BrookhavenPartners.com

Newest Delta Sky Club Evokes Eclectic Austin

May 20, 2019 / WIL BALDWIN

The new Delta Sky Club is the latest investment Delta is making for Austin travelers.

Just in time for summer travel, the newest Delta Sky Club and first at Austin-Bergstrom International Airport will open for business on May 21.

“Building on our unmatched operational excellence, award-winning customer service and the ability to easily connect to cities around the globe, the first Delta Sky Club at Austin will give business and leisure travelers yet another best-in-class offering to enjoy,” said Erik Snell, Delta’s Senior Vice President — Operations & Customer Center, who first shared the news of the new Club during a visit to the Austin Chamber of Commerce last year.

On the mezzanine level of the Barbara Jordan Terminal, this 9,000 sq. ft. Delta Sky Club conveniently located near the Delta gates features:

• Covered Sky Deck, an outdoor patio that can be enjoyed year-round.
• Full-service bar that includes seasonal cocktails and wine,
selected by Delta’s Master Sommelier Andrea Robinson, which
will be stored in a temperature-controlled custom glass tower,
along with the Agave Experience — an extensive selection of tequila
and mezcal that can be sampled in individual pours or tasting
flights — on the premium bar menu.
• Beer to try from around Texas, like Thirsty Planet Thirsty Goat,
Hi Sign Violet the Blueberry Blonde and Saint Arnold Fancy Lawnmower,
and rotating, seasonal food offerings inspired by the region, like
handcrafted tacos and barbecue dishes.
• Unique, eclectic interior style inspired by Austin with warm walnut
surfaces, metal finishes and rich fabrics.
• Select artwork from well-known and up-and-coming artists with
connections to Texas.
• Comfortable seating areas, high-speed Wi-Fi and power outlets at
nearly every seat.

“We’ve put care into every detail — from the curated, local artwork to the Club design to the seasonal food and beverage offerings,” said Claude Roussel, Managing Director — Delta Sky Club. “We look forward to welcoming guests traveling through Austin — they will be wowed by the experience and incredible service.”

The new Delta Sky Club is the latest investment Delta is making for Austin travelers. Delta offers 28 peak-day departures with nonstop service to all of its U.S. hubs, including three daily flights to both Los Angeles and New York City, easily connecting customers to the airline’s global network of more than 300 destinations. Delta also offers nonstop daily service to other key Austin destinations including Boston and Raleigh. In addition, Delta has hosted a “festival shuttle” from Los Angeles to the South by Southwest Conference and Festivals for the past five years, offering a curated travel experience to tech and entertainment leaders traveling to Austin. And, the airline continues to invest in the local workforce, recently insourcing dozens of airport operations jobs.

As a part of a long-term effort to expand the award-winning Delta Sky Club experience across the network, later this year Delta will debut a new Club at Louis Armstrong New Orleans International Airport and several upgrades like more, comfortable seating and a completely redesigned food and bar experience at the John F. Kennedy International Airport Terminal 4 Club. Salt Lake International Airport will also see a new, nearly 28,000-square-foot Club in 2020 and Los Angeles International Airport will see a new Club in 2021 — both of which will feature a Sky Deck and breath-taking views. Over the past several years, Delta also opened a new Club at Phoenix Sky Harbor International Airport and a refreshed Club at Ronald Reagan Washington National Airport, along with a new award-winning flagship clubs at Hartsfield-Jackson Atlanta International Airport and Seattle-Tacoma International Airport.

BRX Holdings to buy Pioneer Railcorp for $18.81 Per Share

May 17, 2019 / WIL BALDWIN

PEORIA, Ill., May 17, 2019 /PRNewswire/ — Pioneer Railcorp (OTC: PRRR, “Pioneer”), a railroad holding company that owns short-line railroads and several other railroad-related businesses including a railroad equipment company and a contract switching services company, and BRX Transportation Holdings, LLC (“BRX”), an entity formed by Brookhaven Rail Partners (“Brookhaven”) and Related Infrastructure (“Related”), announced entry into a definitive merger agreement under which BRX will acquire Pioneer for $18.81 per share in cash. The agreement, which has been unanimously approved by Pioneer’s independent directors, represents a premium of approximately 100.7% over Pioneer’s closing stock price on May 16, 2019, the last trading day prior to the announcement of the transaction.

“We look forward to this next chapter in Pioneer’s journey and anticipate it will have a bright future under new ownership,” said Mike Carr, President and Chief Executive Officer of Pioneer.

“We are excited to partner with Related Infrastructure and to have worked with Pioneer’s management and board on a transaction that brings great value to its shareholders, its customers, and the communities it serves. Pioneer fits perfectly with Brookhaven’s philosophy of identifying opportunities where our hands-on management expertise, proprietary value creation strategies, and deep industry relationships provide us with a competitive advantage and the ability to create value,” said Alex Yeros, Principal of Brookhaven.

Related Infrastructure, a subsidiary of Related Fund Management which has raised over $5 billion of capital across a variety of different investment vehicles and strategies, invests in companies that develop, operate and service transportation infrastructure throughout the United States. Andrew Right, Managing Partner of Related Infrastructure said, “We are pleased to partner with Brookhaven to build a rail-based infrastructure platform. We appreciate the work Mike Carr and his team have done to create the Pioneer portfolio of rail businesses. We look forward to working with Alex 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.”

Under the terms of the merger agreement, BRX will acquire through merger all of the outstanding shares of Pioneer’s Class A common stock. Shareholders other than Pioneer’s subsidiary, Heartland Rail Investments LLC, will receive $18.81 per share in cash and the Heartland shares will be canceled without consideration.

In connection with the execution of the merger agreement, certain stockholders of Pioneer, together holding a significant portion of the outstanding shares of common stock of Pioneer, have agreed to vote their shares in favor of the transaction under a voting and support agreement.

The consummation of the merger is subject to various closing conditions, including approval by Pioneer’s shareholders, Surface Transportation Board approval, and operating performance by Pioneer within a specified working capital floor and debt ceiling. The merger is not subject to a financing condition. Subject to satisfaction of the closing conditions, the transaction is expected to close in the third quarter of 2019.

About Pioneer
Pioneer Railcorp 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 the following states: Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Michigan, Mississippi, Ohio, Pennsylvania and Tennessee. For more information on Pioneer, please visit: http://www.Pioneer-Railcorp.com

About Brookhaven
Brookhaven Rail Partners is an affiliate of Denver-based Brookhaven Capital Partners, a privately held, real estate and infrastructure investment and management firm. Brookhaven and its principals have a 25-year track record of investing in, operating and developing critical transportation assets that support industry, and promote new economic development, community investment, and job creation. For more information on Brookhaven, please visit: http://www.BrookhavenPartners.com

Pioneer Railcorp Shareholders Approve Merger with BRX

Newest Delta Sky Club Evokes Eclectic Austin

BRX Holdings to buy Pioneer Railcorp for $18.81 Per Share

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