02-06-2011, 10:50 PM
RRManiac Wrote:Hey guys.
I suppose this is more related to the management/ownership of the railroad than to the actual operating, but could someone please explain how mergers work and perhaps provide an example of a merger document?
One company decides that they would make a good fit with another company. The two companies propose to the boards of directors that the companies be combined and work out an arrangement of how the stock of the companies with be distributed, the name of the new company, the organizational structure, etc. The boards of directors, shareholders agree. The companies apply to the ICC/STB. Hearings are held. The ICC/STB give permission with whatever stimpulations. The companies agree to the stipulations and they merge. "Merger documents" can run into the thousands of pages of legal findings etc.
There is no one set pattern of how a merger is done, every one is unique and has its own quirks.