Davis Polk advised Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC as joint book-running managers in connection with the offering of 4,025,000 shares of Class A common stock of Genesee & Wyoming Inc. (including 525,000 shares from the full exercise of the underwriters’ over-allotment option), of which 233,996 shares were offered by a selling stockholder who is the Chairman of the company’s board of directors, and the offering of 2,300,000 5% tangible equity units of Genesee & Wyoming Inc. (including 300,000 tangible equity units from the full exercise of the underwriters’ over-allotment option). The net proceeds from the Class A common stock offering were approximately $233.4 million and the net proceeds from the tangible equity units offering were approximately $221.6 million, resulting in total net proceeds of approximately $455 million. Genesee & Wyoming Inc. intends to use the net proceeds from the concurrent offerings to partially fund its pending acquisition of RailAmerica Inc.
Genesee & Wyoming Inc. owns and operates short line and regional freight railroads and provides railcar switching services in the United States, Australia, Canada, the Netherlands and Belgium. On July 23, 2012, the company announced its acquisition of RailAmerica Inc. for approximately $2 billion, combining the two largest short line railroad operators in North America.
The Davis Polk capital markets team included partner Michael Kaplan and associates Andreea Stan, Marcus Hintze and Ryan C. Patterson. The equity derivatives team included partner Mark M. Mendez and associates Jonathan Armstrong, Mark J. DiFiore and Katharine O’Banion. The tax team included partner Michael Mollerus and associates Changsheng (Eric) Song and Juelle Gomes. Partner Jeffrey P. Crandall and associate Jennifer Freiman provided ERISA advice. Counsel Betty M. Huber and associates Kevin J. Klesh and Catharine Thorpe provided environmental advice. Anney Chi was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.
