WASHINGTON, July 29 (Reuters) - Union Pacific's ( UNP )
proposed purchase of smaller rival rail operator Norfolk
Southern ( NSC ) will need to be approved by the Surface
Transportation Board in Washington, an independent federal
agency that oversees competition and other areas of importance
in the rail industry.
The $85 billion deal announced on Tuesday would create the
nation's first coast-to-coast freight rail operator and reshape
the movement of goods from grains to autos across the U.S.,
which are issues of focus for the board.
Below are details of the board and what it will examine for
the Union Pacific ( UNP ) deal.
What is the Surface Transportation Board?
Created in 1996, the agency reviews railroad mergers, rates,
service issues and big construction projects. It replaced the
Interstate Commerce Commission, which was established in
1887.
STB chairman Patrick Fuchs has said he wants the agency to
update the board's regulatory framework to improve competition
and reduce regulatory barriers.
The board rarely rejects mergers outright, but in 2021 it
rejected Canadian National's plan to place Kansas City
Southern in a temporary "voting trust" that would have allowed
Kansas City Southern shareholders to receive the deal's
consideration without having to wait for full regulatory
approval. That, and a higher bid from another Canadian railroad,
helped end Canadian National's bid.
What is the process for a railroad merger?
Approval could easily take a year or more. Applicants first
file a notice saying they intend to apply for a merger approval.
The application for the merger is then filed three to six
months after that. The STB then will decide if it is complete or
not, before opening for public comments and responses for 90
days.
It could then spend another year, hold a hearing, and get
rebuttals and additional filings. Once the evidence is closed,
the board will typically take another 90 days to issue a written
opinion that generally includes an oversight period.
The Attorney General also has authority to weigh in on large
railroad mergers, giving the Justice Department a potential say
in the merger.
What does the board usually recommend for a rail merger?
The STB's approval of the acquisition of Kansas City
Southern Railway Company by Canadian Pacific Railway Limited
came after a seven-day hearing and included an unprecedented
seven-year oversight period and contained many conditions to
address environmental impacts, preserve competition, protect
railroad workers, and promote efficient passenger rail.
What factors will the Board look at for the Union Pacific ( UNP )
deal?
The deal is the first to be considered under rules adopted
in 2001 that will "substantially increase the burden on
applicants to demonstrate that a proposed transaction would be
in the public interest," and would require them to show how the
deal will increase competition in key areas. The board will also
look at how shippers of products view the deal and its impact on
unions.
The largest U.S. rail union, the International Association
of Sheet Metal, Air, Rail and Transportation Workers, said it
intends to oppose the Union Pacific ( UNP ) deal in proceedings before
the Surface Transportation Board on Tuesday.
It fears the deal could reduce worker safety and job
security, and downgrade service quality.