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EX-99.1 - EX-99.1 - RAILAMERICA INC /DE | exhibit1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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): | May 17, 2012 |
RailAmerica, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Delaware | 001-32579 | 65-0328006 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
7411 Fullerton Street, Suite 300, Jacksonville, Florida | 32256 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | 800-342-1131 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
RailAmerica, Inc. (RailAmerica or the Company) held its 2012 Annual Meeting of Stockholders on May 17, 2012. The following is a summary of the voting results from the meeting:
1. | The stockholders elected RailAmericas Class III directors (Wesley R. Edens and Robert Schmiege) to the Board of Directors for three-year terms and until their successors are elected and qualified. |
Votes for | Votes withheld | Abstentions | Broker Non-Votes | |||||||||||||
Election of Wesley R. Edens |
33,875,985 | 12,873,680 | 0 | 2,544,116 | ||||||||||||
Election of Robert Schmiege |
46,234,174 | 515,491 | 0 | 2,544,116 |
2. | The stockholders ratified the appointment of Ernst & Young LLP as RailAmericas independent registered public accounting firm for fiscal year ending December 31, 2012. |
Votes for | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||
Ratification of Independent Auditor |
49,278,408 | 6,960 | 8,413 | 0 |
Item 8.01. Other Events.
On May 21, 2012, the Company issued a press release announcing that it is redeeming $74 million of its 9.25% Senior Secured Notes on June 25, 2012, in accordance with the terms of the indenture. The notes will be redeemed at a redemption price of 103% of the principal amount of the notes being redeemed, plus accrued interest up to but not including, June 25, 2012. Upon completion of the redemption, no principal amount of the senior secured notes will remain outstanding.
The press release is attached as Exhibit 99.1 to this Form 8-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RailAmerica, Inc. | ||||
May 21, 2012 | By: |
B. Clyde Preslar
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Name: B. Clyde Preslar | ||||
Title: Senior Vice President and Chief Financial Officer |
Exhibit Index
Exhibit No. | Description | |
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99.1
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Press release dated May 21, 2012 announcing plan to redeem $74 million of 9.25% Senior Secured Notes |