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Delaware
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06-0984624
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(State or other jurisdiction of
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(IRS Employer
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incorporation)
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Identification No.)
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[ ] 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))
In addition to the December Plan, the January Plan and the February Plan, on March 19, 2013, G&W initiated a fourth integration and reorganization plan that will reduce the size of the RailAmerica workforce by 55 employees (the "March Plan"). The objective of the March Plan is to eliminate duplicative managerial and staff positions and minimize compensation expense.
In addition, the March Plan will result in a further reduction of the RailAmerica workforce by 19 employees during the remainder of 2013. It is expected that the estimated cash payments under existing employment, severance, retention and other arrangements associated with these employees will be approximately $1.1 million and the estimated stock-based compensation expense associated with the acceleration of previously-issued equity awards to these employees will be approximately $0.6 million, which costs are expected to be incurred prior to year-end.
G&W expects that the March Plan will result in a net reduction of annual compensation and benefit expenses of approximately $3.0 million, inclusive of new positions being added as a result of the acquisition of RailAmerica. This reduction is in addition to reductions under the December Plan, the January Plan and the February Plan.
Some of the statements included in this Form 8-K, particularly projections as to the timing of the anticipated severance and related costs and expenses, are forward-looking statements. Forward-looking statements are based on management's best estimates, assumptions and projections and are subject to significant uncertainties. Actual results and the timing of events may differ materially from those projected in the forward-looking statements due to numerous factors, including, without limitation, the impact of external conditions, the actual number of employees severed, the benefits ultimately payable under G&W's and RailAmerica's severance programs and unanticipated charges not currently contemplated that may occur in connection with the acquisition of RailAmerica. G&W undertakes no obligation to update any forward-looking statements in this Form 8-K as a result of future events, new information or otherwise. For a detailed discussion of the general risk factors that could affect G&W results, please refer to the risk factors and cautionary statements identified in G&W's periodic reports, as filed with the Securities and Exchange Commission.
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Genesee & Wyoming Inc.
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Date: March 25, 2013
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By:
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/s/ Allison M. Fergus
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Allison M. Fergus
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General Counsel and Secretary
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