-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OnwjBVTGNPTej/usXCTjupz8MjpLjK9WbdRKG6v61Z2ADqbMHRluy7WaR44HVj8f 3mRYEky0SJqDuONHHcTFMg== 0000950130-02-001115.txt : 20020414 0000950130-02-001115.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950130-02-001115 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020222 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENESEE & WYOMING INC CENTRAL INDEX KEY: 0001012620 STANDARD INDUSTRIAL CLASSIFICATION: RAILROADS, LINE-HAUL OPERATING [4011] IRS NUMBER: 060984624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20847 FILM NUMBER: 02558170 BUSINESS ADDRESS: STREET 1: 66 FIELD POINT ROAD CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2036293722 MAIL ADDRESS: STREET 1: 66 FIELD POINT ROAD CITY: GREENWICH STATE: CT ZIP: 06830 8-K 1 d8k.txt FORM 8-K - ------------------------------------------------------------------------------ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 ---------------------- FORM 8-K ---------------------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 22, 2002 -------------- GENESEE & WYOMING INC. (Exact Name of Registrant as Specified in Charter) -------------- Delaware 0-20847 06-0984624 (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation) Identification No.) 66 Field Point Road 06830 Greenwich, Connecticut (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (203) 629-3722 -------------- - ------------------------------------------------------------------------------- Item 5. Other Events On February 22, 2002, Genesee & Wyoming Inc. (GWI), a Delaware corporation, completed the merger of ETR Acquisition Corporation (ETR), a Delaware corporation and a wholly owned subsidiary of GWI, with and into Emons Transportation Group, Inc. (ETG), a Delaware corporation, resulting in ETG becoming a wholly owned subsidiary of GWI. A copy of the press release issued by GWI, dated February 25, 2002, announcing the completion of the merger is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Not applicable (b) Not applicable (c) Exhibits 99.1 Press Release of Genesee & Wyoming Inc., dated February 25, 2002. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GENESEE & WYOMING INC. By: /s/ John C. Hellmann -------------------------------- Name: John C. Hellmann Title: Chief Financial Officer Dated: February 26, 2002 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release of Genesee & Wyoming Inc., dated February 25, 2002 EX-99.1 3 dex991.txt PRESS RELEASE OF GENESSE & WYOMING INC Exhibit 99.1 Genesee & Wyoming Inc. Completes Acquisition of Emons Transportation Group GREENWICH, Conn., February 25, 2002 /PRNewswire/ -- Genesee & Wyoming Inc. (GWI) (Nasdaq: GNWR) announced today that it has completed the acquisition of Emons Transportation Group, Inc. (Emons) (Nasdaq: EMON) for $18.5 million in cash and the assumption by GWI of approximately $9.7 million of debt, net of cash. The cash payment was to purchase the outstanding shares of Emons at $2.50 per share and was funded using a portion of the proceeds from GWI's recent public offering of common stock. With the addition of 332 track miles from Emons in New England, Quebec and Pennsylvania, GWI now operates over more than 8,000 miles of owned and leased track worldwide. GWI is a leading operator of short line and regional freight railroads in the United States, Canada, Mexico, Australia and Bolivia, and provides freight car switching and related services to industrial companies that have extensive railroad facilities within their complexes. The Company operates in five countries on three continents over more than 8,000 miles of owned and leased track. It also operates over an additional 2,700 miles under track access arrangements. -----END PRIVACY-ENHANCED MESSAGE-----