SteelRiver Reaches Agreement to Acquire Patriot Rail Corp.

SAN FRANCISCO, Calif. and BOCA RATON, Fla., May 8, 2012 /PRNewswire/ -- SteelRiver Infrastructure Partners, an independent investment management firm focused on investment and asset management services within the infrastructure asset class in North America, and Patriot Rail Corp. ("Patriot") are pleased to announce that SteelRiver has agreed to acquire 100% of the capital stock of Patriot through its dedicated infrastructure investment vehicle SteelRiver Infrastructure Fund North America LP.  The acquisition is subject to customary closing conditions, including the effectiveness of the control notice of exemption filed with the Surface Transportation Board.

Patriot is a leading operator of short line and regional freight railroads in the United States.  The Company serves a high quality customer base with a diverse commodity mix across 13 railroads, with approximately 500 total rail miles traversing 13 U.S. states.

Chris Kinney, Senior Managing Partner and CEO of SteelRiver Infrastructure Fund North America commented: "Patriot is a highly complementary asset to our existing investment portfolio; we believe that the Company's scale and operating strategy will allow SteelRiver to capitalize on additional consolidation opportunities in the short line rail industry in North America."  The transition to the new ownership is expected to be seamless, with no disruption in service to customers.  Kinney added: "We highly value the operating and management team at Patriot and want to ensure that they continue to serve their customers who have come to rely on quality rail service."

As part of the transaction, Patriot's founder, Chairman, President and CEO, Gary O. Marino, will retire from these positions upon closing and provide consultancy services to Patriot's management and its board.  Marino, who formed Patriot in 2006, was the co-founder and former Chairman, President and CEO of RailAmerica, Inc.  Marino said, "I am proud of what Patriot has accomplished since we formed the Company, growing from an idea to 13 railroads in just over 5 years.  Patriot's excellent management team has consistently delivered superior rail service to its customers.  I am confident that Patriot will continue to demonstrate this success under SteelRiver's ownership."

In conjunction with the signing of the transaction, SteelRiver is pleased to announce that John Fenton will become Patriot's new CEO upon consummation of the sale.  Fenton is a career railroader and, most recently, has served as CEO of MetroLink, Southern California's commuter rail public agency that manages a 512-mile system across six counties, including Los Angeles, and operates 162 daily trains.  Fenton commented: "The acquisition of Patriot by SteelRiver will enhance the growth prospects of the Company and ensure that customers and stakeholders continue to be served by a committed long-term owner."

Barclays served as exclusive financial advisor to Patriot and Greenberg Traurig, P.A. provided legal advice to Patriot.

SteelRiver Infrastructure Partners is an independent investment management firm that invests in core infrastructure in North America for the long term, seeking out assets and businesses that provide essential services with stable cash flows and often regulated characteristics.  SteelRiver's long term approach to infrastructure investing is characterized by a significant emphasis on value added through in-house asset management and experienced infrastructure investment professionals. SteelRiver manages an unlisted infrastructure investment vehicle with committed capital in excess of USD 1.9 billion, and approximately USD 1.8 billion of co-investor equity capital.  SteelRiver's managed vehicles own energy and infrastructure assets throughout North America.  For more information on SteelRiver please visit www.steelriverpartners.com.

Patriot Rail Corp. is a short line and regional freight railroad holding company based in Boca Raton, Florida.  Patriot Rail currently owns and operates 13 short line freight railroads comprising approximately 500 total rail miles in 13 states.  For more information on Patriot Rail Corp., please visit us at www.patriotrail.com

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SOURCE SteelRiver Infrastructure Partners