FTA Infrastructure to Acquire Wheeling Corp. for $1.05B

By Tamara Parker • Wednesday, August 06 10:16 • Permanent Link

FTAI Infrastructure Inc. (NASDAQ:FIP) has announced its agreement to acquire the Wheeling Corporation, owner of the Wheeling & Lake Erie Railway Company (W&LE), for a cash consideration of $1.05 billion. The W&LE is a class II regional freight railroad that serves over 250 customers across more than 1,000 miles of track in Ohio, Pennsylvania, West Virginia, and Maryland. If approved by the U.S. Surface Transportation Board, the transaction is expected to close in the third quarter of 2025.

Simultaneously with the acquisition, FIP plans to refinance its existing 10.50% senior notes and Series A preferred stock. The company has secured commitments for $2.25 billion of total capital, including $1.25 billion of new debt to be issued by the company and $1 billion of preferred stock to be purchased by Ares Management Funds and issued by a newly formed holding company that will own the combined Transtar and W&LE business.

Ken Nicholson, CEO of FIP, has expressed enthusiasm about the acquisition, stating that the W&LE is an excellent candidate for a combination with Transtar, which is expected to drive substantial growth in revenue and EBITDA. Nicholson anticipates the combined freight rail segment to generate approximately $200 million of annual adjusted EBITDA by the end of 2026.

Larry Parsons, the CEO of the Wheeling Corporation, has been instrumental in the transformation of W&LE over the past 30 years. Under his leadership, the railroad evolved from a coal-dependent line into a modern, customer-focused regional railroad. Parsons expressed confidence in FIP and Transtar as long-term partners to carry forward the legacy he has built.

Barclays and Deutsche Bank provided debt commitments and served as financial advisors to FIP, while Sidley Austin LLP and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisors to the company in this transaction. Calfee, Halter & Griswold LLP and Fletcher & Sippel LLC served as legal advisors to W&LE.

The acquisition and related financing details will be discussed further during FIP's scheduled second-quarter earnings call at 8:00 am on Friday, August 8, 2025. For additional information, interested parties can refer to the presentation posted on the IP resources section of the company’s website. As a result of these announcements, the company's shares have moved 8.62% on the market, and are now trading at a price of $7.18. Check out the company's full 8-K submission here.

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