[Federal Register Volume 59, Number 165 (Friday, August 26, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-21097]
[[Page Unknown]]
[Federal Register: August 26, 1994]
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INTERSTATE COMMERCE COMMISSION
[Finance Docket No. 32556]
Illinois Central Corporation--Common Control--Illinois Central
Railroad Company and The Kansas City Southern Railway Company
AGENCY: Interstate Commerce Commission.
ACTION: Notice of prefiling notification and request for comments.
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SUMMARY: Pursuant to 49 CFR 1180.4(b), applicants have notified the
Commission of their intent to file an application seeking approval for
Illinois Central Corporation's (IC) acquisition of control of and
merger with Kansas City Southern Industries Inc., and the resulting
common control of Illinois Central Railroad Company and The Kansas City
Southern Railway Company by IC. The Commission finds this to be a major
transaction as defined in 49 CFR part 1180. Applicants have proposed an
accelerated procedural schedule, and the Commission invites interested
persons to comment on it.
DATES: Written comments must be filed with the Interstate Commerce
Commission no later than September 12, 1994. Applicants' reply is due
by September 22, 1994.
ADDRESSES: An original and 20 copies of all documents must refer to
Finance Docket No. 32556 and be sent to: Office of the Secretary, Case
Control Branch, Attn: Finance Docket No. 32556, Interstate Commerce
Commission, Washington, DC 20423.
FOR FURTHER INFORMATION CONTACT: Joseph Dettmar, (202) 927-5660. [TDD
for hearing impaired: (202) 927-5721.]
In addition, one copy of all documents in this proceeding must be
sent to applicants' representative: Robert P. vom Eigen, Hopkins &
Sutter, 888 Sixteenth Street, N.W., Washington, DC 20006.
SUPPLEMENTARY INFORMATION: On July 29, 1994, Illinois Central
Corporation (IC), Illinois Central Railroad Company (ICRR), Kansas City
Southern Industries Inc. (KCSI), and The Kansas City Southern Railway
Company (KCSR) (collectively applicants) filed a notice of intent
indicating that IC will file an application seeking Commission approval
and authorization under 49 U.S.C. 11343-47 for: (1) IC's acquisition of
control of and merger with KCSI; and (2) the resulting common control
of ICRR and KCSR by IC.
In this transaction, IC will acquire 100% of the stock of KCSI. The
acquisition will occur as part of a transaction in which (1) KCSI will
effect a reorganization in which it distributes complete ownership of
its financial services and information processing operations to the
holders of KCSI's common stock; and (2) IC will place its stock in ICRR
into an independent voting trust.\1\ Applicants state that, while
awaiting approval of the transaction by the Commission, ICRR and KCSR
will be operated independently. The parties anticipate that the
independent voting trust will terminate upon approval of the
transaction by this Commission.
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\1\On August 16, 1994, IC requested, under 49 CFR 1013.3(a), an
informal opinion from the Secretary of the Commission that the
proposed voting trust arrangement will insulate IC from any
violation of the Interstate Commerce Act pending approval of the
application.
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Applicants state that, after the reorganization has occurred, IC
and KCSI intend to consummate the merger in which KCSI will be merged
with IC and the separate existence of KCSI will cease.
Applicants will use the year July 1, 1993 to June 30, 1994, for
purposes of the impact analyses to be filed in their application.
Applicants anticipate filing their application on or about November 1,
1994.
The Commission finds that this is a major transaction, as defined
at 49 CFR 1180.2(a), as it is a control transaction involving two or
more class I railroads. The application must conform to the regulations
set forth at 49 CFR part 1180 and must contain all information required
there for major transactions, except as modified by any advance waiver.
Applicants are also required to submit maps with overlays that show the
existing routes of both carriers and their competitors.
By petition filed August 5, 1994, applicants sought approval of a
protective order to protect confidential, highly confidential, and
proprietary information, including contract terms, shipper-specific
traffic data, and other traffic data to be submitted in connection with
the control application. A protective order was approved in a decision
served August 12, 1994.
Also on August 5, 1994, applicants filed a petition to establish a
procedural schedule. The Commission seeks comments now on applicants'
proposed procedural schedule. Applicants' proposed procedural schedule
is as follows:\2\
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\2\In addition to submitting an original and 20 copies of all
documents filed with the Commission, the parties are encouraged to
submit all pleadings and attachments as computer data contained on a
3.5-inch floppy diskette which is formatted for WordPerfect 5.1 (or
formatted so that it can be converted by WordPerfect 5.1). The
computer data contained on the computer diskettes submitted are
subject to the protective order attached to the Commission's
decision served August 12, 1994, and this information is for the
exclusive use of Commission employees working directly on review of
substantive matters in this proceeding. The flexibility provided by
such computer file data will facilitate expedited review by the
Commission and its staff.
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Proposed Procedural Schedule
F Primary application filed.
F+30 Commission notice of acceptance of primary application
published.
F+75 Comments on primary application (except DOJ, DOT) due,
including first list of protective conditions or other affirmative
relief to be sought.
F+90 DOJ, DOT comments on primary application due.
F+105 Second lists of protective conditions due.
F+120 Responsive applications due; opposition to primary
application due.
F+150 Commission notice of acceptance of responsive applications
published.
F+180 Government parties' evidence due; opposition to responsive
applications due; rebuttal with respect to primary application due.
F+205 Responses to government parties' evidence due; rebuttal in
support of responsive applications due.
F+220 to F+225 Hearing on all evidence; witnesses to be cross-
examined only to the extent specific need is shown in order to resolve
material issues of disputed fact.
F+246 Opening briefs due.
F+256 Reply briefs due.
F+270 Oral argument.
F+365 Final decision.
Under the proposal, immediately upon each evidentiary filing, the
filing party will place all documents relevant to the filing (other
than documents that are privileged or otherwise protected from
discovery) in a depository open to all parties, and will make its
witnesses available for discovery depositions. Access to documents
subject to protective order will be appropriately restricted. Parties
seeking discovery depositions may proceed by agreement. Relevant
excerpts of transcripts will be received in lieu of cross-examination
at the hearing, unless cross-examination is needed to resolve material
issues of disputed fact. Discovery on responsive applications will
begin immediately upon their filing.
The proposed schedule contains substantially shorter time periods
than those provided for in our rules at 49 CFR 1180.4(a)-(e). For
example, Sec. 1180.4(e) tracks the statute at 49 U.S.C. 11345(b)(3) and
requires that the evidentiary proceedings for a major transaction be
completed in 24 months after acceptance of the primary application,
with a final decision to be issued within 180 days thereafter.
We invite interested persons to submit written comments on the
proposed procedural schedule. Comments must be filed by September 12,
1994. Applicants may reply by September 22, 1994.
Decided: August 22, 1994.
By the Commission, Chairman McDonald, Vice Chairman Phillips,
and Commissioners Simmons and Morgan. Commissioner Simmons did not
participate in the disposition of this phase of the proceedings.
Anne K. Quinlan,
Acting Secretary.
[FR Doc. 94-21097 Filed 8-25-94; 8:45 am]
BILLING CODE 7035-01-P
