Norfolk Southern Corporation acquired Pan Am Southern LLC (New England rail network) for $140 million in cash and other property contributed for a 50% equity interest ($87.5 million earmarked for capital improvements over three years), a transaction completed in April 2009, structured as NS's subsidiary Norfolk Southern Railway contributed $140 million in cash and other property for a 50% interest; Pan Am Railways (via Boston and Maine Corporation) contributed the rail lines for a 50% interest. The deal was a Joint venture (50% equity interest).
Pan Am Southern LLC (New England rail network) operates in Class I freight rail / New England shared network, is based in New York, Connecticut, Massachusetts, New Hampshire and Vermont (New England); 155-mile Mechanicville, NY-Ayer, MA main line plus ~281 miles of branch/secondary lines. Norfolk Southern Railway completed the formation of the Pan Am Southern LLC joint venture with Pan Am Railways, Inc. and its subsidiaries Boston and Maine Corporation and Springfield Terminal Railway Company. Pan Am contributed a 155-mile main line between Mechanicville, N.Y. and Ayer, Mass., plus roughly 281 miles of secondary and branch lines (with trackage rights) across New York, Connecticut, Massachusetts, New Hampshire and Vermont; NSR contributed $140 million in cash and other property, of which $87.5 million was to be invested over three years in capital improvements such as track, signal and terminal upgrades. Each party holds a 50% equity interest, and the JV is overseen by management, capital-project and joint-operating committees with equal NSR and Boston and Maine representation. (Separately, in 2022 CSX — not Norfolk Southern — acquired Pan Am Systems, the parent of Pan Am Railways.)
The Pan Am Southern JV extended NS's reach into New England through a shared network, with NS funding capital improvements to modernize the lines while sharing ownership and operating control with Pan Am.
New England was a market NS could not reach directly; a 50/50 JV with an incumbent regional carrier gave NS a network and operating voice there while sharing capital and risk. Enhanced NS connectivity into New England; later reinforced by the 2015 Delaware & Hudson acquisition, which improved NS's connection to the Pan Am Southern JV. Pan Am Southern LLC, governed by management, capital-project and joint-operating committees with equal NSR/Boston and Maine representation
Norfolk Southern Railway Company completed the formation of its previously-announced joint venture with Pan Am Railways, Inc. ... providing for the formation of Pan Am Southern LLC, a newly formed railroad company in which each of Pan Am (through its B&M subsidiary) and NSR have a 50% equity interest.Norfolk Southern Corporation, Form 8-K dated April 9, 2009 (Item 1.01)
Advisory firms were not disclosed for this transaction.