Genesee & Wyoming Inc Sample Contracts

Genesee & Wyoming Inc – GENESEE & WYOMING INC. FOURTH AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (February 26th, 2019)
Genesee & Wyoming Inc – GENESEE & WYOMING INC. FOURTH AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (February 26th, 2019)
Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Fourth Quarter of 2018 DARIEN, Conn.--(BUSINESS WIRE)--February 6, 2019--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Fourth Quarter 2018 Consolidated Highlights Compared with Fourth Quarter 2017 (February 6th, 2019)

Operating revenues increased 0.7% to $575.6 million from $571.6 million. Reported operating income decreased 0.8% to $105.7 million; Adjusted operating income increased 5.6% to $109.9 million.(1) Reported diluted earnings per share (EPS) were $0.94 with 58.9 million weighted average shares outstanding, compared with reported diluted EPS in the fourth quarter of 2017 of $6.81 with 62.7 million weighted average shares outstanding; Adjusted diluted EPS increased 29.9% to $1.00.(1) G&W repurchased approximately 2.4 million shares of its Class A Common Stock for $189.6 million during the fourth quarter of 2018. Net cash provided by operating activities for the year ended December 31, 2018 increased 15.4% to $553.1 million; adjusted free cash flow attributable to G&W before new business investments and grant funded projects in

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Third Quarter of 2018 DARIEN, Conn.--(BUSINESS WIRE)--October 30, 2018--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Third Quarter 2018 Consolidated Highlights Compared with Third Quarter 2017 (October 30th, 2018)

Operating revenues increased 4.6% to $603.3 million from $576.9 million. Reported operating income increased 16.4% to $127.8 million; Adjusted operating income increased 14.3% to $130.5 million.(1) Reported diluted earnings per common share (EPS) increased 45.0% to $1.16 with 60.1 million weighted average shares outstanding, compared with reported diluted EPS in the third quarter of 2017 of $0.80 with 62.5 million weighted average shares outstanding; Adjusted diluted EPS increased 51.9% to $1.23.(1) G&W completed its previously authorized $300 million share repurchase plan as of October 19, 2018; G&W authorized a new $500 million share repurchase plan on October 25, 2018.

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Second Quarter of 2018 DARIEN, Conn.--(BUSINESS WIRE)--July 27, 2018--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Second Quarter 2018 Consolidated Highlights Compared with Second Quarter 2017 (July 27th, 2018)

Operating revenues increased 10.1% to $595.0 million from $540.4 million. Reported operating income increased 3.4% to $103.1 million; Adjusted operating income increased 1.1% to $107.0 million.(1) Reported diluted earnings per common share (EPS) decreased 1.4% to $0.73 with 60.9 million weighted average shares outstanding, compared with reported diluted EPS in the second quarter of 2017 of $0.74 with 62.4 million weighted average shares outstanding; Adjusted diluted EPS increased 17.5% to $0.94.(1) G&W repurchased approximately 1.9 million shares of its Class A Common Stock for $134.9 million during the second quarter of 2018.

Genesee & Wyoming Inc – AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (June 11th, 2018)

This THIRD AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (this “Credit Agreement”) is made as of June 5, 2018 by and among (a) GENESEE & WYOMING INC., a Delaware corporation (“GWI”), and RP ACQUISITION COMPANY TWO, a Delaware corporation (“RP” and, together with GWI and any Designated Domestic Subsidiary (as defined below), collectively, the “Domestic Borrowers”), (b) QUEBEC GATINEAU RAILWAY INC., a corporation constituted under the laws of Quebec, Canada (the “Canadian Borrower”), (c) GWI HOLDING B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands with its statutory seat in Amsterdam, the Netherlands (“Euro Holdings”) and ROTTERDAM RAIL FEEDING B.V., a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands with its statutory seat in Dordrecht, the Netherlands (“Rotterdam Rail Feeding” and togeth

Genesee & Wyoming Inc – GENESEE & WYOMING INC. FOURTH AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN Effective May 23, 2018 (May 25th, 2018)
Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the First Quarter of 2018 DARIEN, Conn.--(BUSINESS WIRE)--May 1, 2018--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) First Quarter 2018 Consolidated Highlights Compared with First Quarter 2017 (May 1st, 2018)

Operating revenues increased 10.7% to $574.7 million from $519.1 million. Reported operating income increased 14.5% to $86.9 million; Adjusted operating income increased 2.7% to $87.4 million.(1) Reported diluted earnings per common share (EPS) increased to $1.19 with 62.9 million weighted average shares outstanding, compared with reported diluted EPS in the first quarter of 2017 of $0.42 with 62.4 million weighted average shares outstanding; Adjusted diluted EPS increased 32.1% to $0.70.(1) Reported net income and diluted EPS included a $31.6 million, or $0.50 per share, income tax benefit associated with the U.S. Short Line Tax Credit for fiscal year 2017 that was enacted in February 2018. Net cash provided by operating activities increased $16.3 million to $101.4 million; Adjusted free cash flow attributable to G&W decreased

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Fourth Quarter of 2017 DARIEN, Conn.--(BUSINESS WIRE)--February 8, 2018--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Fourth Quarter Consolidated Highlights (February 8th, 2018)

Operating revenues increased 10.7% to $571.6 million from $516.5 million. Reported operating income increased 101.9% to $108.2 million; Adjusted operating income increased 2.2% to $105.7 million.(1) Reported diluted earnings per share (EPS) were $6.81 with 62.7 million weighted average shares outstanding, compared with reported diluted EPS in the fourth quarter of 2016 of $0.15 with 58.8 million weighted average shares outstanding; Adjusted diluted EPS decreased 8.3% to $0.77.(1) Reported net income and diluted EPS included a $371.9 million, or $5.94 per share, income tax benefit associated with the United States Tax Cuts & Jobs Act signed into law in December 2017. Net cash provided by operating activities for the twelve months ended December 31, 2017 increased 17.7% to $479.2 million; Adjusted free cash flow attributab

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Third Quarter of 2017 DARIEN, Conn.--(BUSINESS WIRE)--October 31, 2017--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Third Quarter 2017 Consolidated Highlights Compared with Third Quarter 2016 (October 31st, 2017)

Operating revenues increased 15.2% to $576.9 million from $501.0 million. Reported operating income increased 21.4% to $111.5 million; Adjusted operating income increased 20.3% to $115.9 million.(1) Reported diluted earnings per common share (EPS) decreased 18.4% to $0.80 with 62.5 million weighted average shares outstanding, compared with reported diluted EPS in the third quarter of 2016 of $0.98 with 58.2 million weighted average shares outstanding; Adjusted diluted EPS decreased 1.2% to $0.81.(1) Net cash provided by operating activities increased $46.8 million; Free cash flow and Free cash flow attributable to G&W increased $42.8 million.(1)

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Second Quarter of 2017 DARIEN, Conn.--(BUSINESS WIRE)--August 1, 2017--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Second Quarter 2017 Consolidated Highlights Compared with Second Quarter 2016 (August 1st, 2017)

Completed the acquisition of Pentalver Transport Limited (Pentalver), a U.K. based maritime container terminal and transportation business, on May 3, 2017. Completed the acquisition of Atlantic Western Transportation, Inc., parent company of Heart of Georgia Railroad, Inc. (HOG), on May 31, 2017. Operating revenues increased 7.8% to $540.4 million from $501.4 million. Reported operating income increased 16.2% to $101.3 million; Adjusted operating income increased 13.3% to $107.4 million.(1) Reported diluted earnings per common share (EPS) decreased 10.8% to $0.74 with 62.4 million weighted average shares outstanding, compared with reported diluted EPS in the second quarter of 2016 of $0.83 with 58.1 million weighted average shares outstanding; Adjusted diluted EPS decreased 1.2% to $0.80.(1)

Genesee & Wyoming Inc – GENESEE & WYOMING INC. THIRD AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (May 9th, 2017)
Genesee & Wyoming Inc – GENESEE & WYOMING INC. THIRD AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (May 9th, 2017)
Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the First Quarter of 2017 DARIEN, Conn.--(BUSINESS WIRE)--May 2, 2017--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) First Quarter 2017 Consolidated Highlights Compared with First Quarter 2016 (May 2nd, 2017)

Operating revenues increased 7.6% to $519.1 million from $482.6 million. Reported operating income increased 35.9% to $77.5 million; Adjusted operating income increased 8.6% to $86.6 million.(1) Reported diluted earnings per common share (EPS) attributable to G&W decreased 10.6% to $0.42; Adjusted diluted EPS attributable to G&W decreased 20.9% to $0.53; Adjusted diluted EPS included a $0.05 loss as a result of the net mark-to-market impact of a foreign currency denominated intercompany loan and related cross-currency swaps, as well as a $0.05 loss from G&W's ERS Continental Europe intermodal business that is currently being restructured.(1)

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Fourth Quarter of 2016 DARIEN, Conn.--(BUSINESS WIRE)--February 8, 2017--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Fourth Quarter Consolidated Highlights Completed the acquisition of Providence and Worcester Railroad Company (P&W), a Class III regional freight railroad operating in Massachusetts, Rhode Island, Connecticut and New York, on November 1, 2016. Completed the acquisition of Glencore Rail (NSW) Pty Limited (GRail), the third largest coal haulage business in Australia, and concurrently issued a 48.9% equity stake in G&W’s Australian subsidiary, (February 8th, 2017)

The decrease in reported diluted EPS was primarily due to a $0.52 impact from U.K./Europe impairment and related charges in the fourth quarter of 2016 and $0.28 of corporate development and related costs in the fourth quarter of 2016, primarily associated with the GRail, P&W and Pentalver transactions, as well as a $0.34 impact from the full year 2015 Short Line Tax Credit being included in the fourth quarter of 2015 and a $0.17 impact from a reduction in U.K. tax rates in the fourth quarter of 2015, partially offset by a $0.10 benefit recognized in 2016 from a multi-year take-or-pay contract.

Genesee & Wyoming Inc – Genesee & Wyoming Inc. 4,000,000 Shares of Class A Common Stock Underwriting Agreement (the “Agreement”) (December 19th, 2016)
Genesee & Wyoming Inc – Genesee & Wyoming Inc. Subsidiary Enters into Agreement to Acquire Pentalver Transport Limited from APM Terminals; Expands Service Capabilities in U.K. Intermodal Logistics (December 12th, 2016)

DARIEN, Conn.—(BUSINESS WIRE)—Dec. 12, 2016—Genesee & Wyoming Inc. (G&W) (NYSE:GWR) announced today that its subsidiary, GWI UK Acquisition Company Limited, has entered into an agreement with a subsidiary of APM Terminals (a subsidiary of A P Møller-Maersk A/S) to purchase all of the issued share capital of Pentalver Transport Limited (Pentalver) for approximately £87 million (or approximately US$110 million at current exchange rates), subject to final working capital and other closing adjustments. The transaction is subject to satisfaction of customary closing conditions, including the receipt of competition clearances and the finalization of certain lease agreements, and is expected to close in the first quarter of 2017.

Genesee & Wyoming Inc – Project Monty - Syndicated Facility Agreement Dated 28 November 2016 GWI Acquisitions Pty Ltd (ACN 615 317 130) (“Borrower”) Each person listed as an Obligor in schedule 1 (together with the Borrower, “Original Obligors”) National Australia Bank Limited (ABN 12 004 044 937) (“Agent”) Each person listed as a Lender and Mandated Lead Arranger in schedule 2 (“Original Lenders and MLAs”) King & Wood Mallesons Level 61 Governor Phillip Tower (December 1st, 2016)
Genesee & Wyoming Inc – Genesee & Wyoming Inc. Macquarie Specialised Asset Management Limited as trustee for the MAIF Investment Trust Macquarie Australian Infrastructure Management 1 Limited as trustee for the Macquarie Australian Infrastructure Trust 1 Scissor Holdings Pty Limited Stichting Depositary PGGM Infrastructure Funds, acting in its capacity as title holder of PGGM Infrastructure Fund 2016 and herein represented by PGGM Vermogensbeheer B.V. as its attorney in fact Amendment and Restatement Deed Amendment and restatement of the Partnership Investment Agreement dated 14 October 2016 as amended on (December 1st, 2016)

2 Macquarie Specialised Asset Management Limited (ACN 087 382 965) as trustee for the MAIF Investment Trust (ABN 56 501 013 400) of Level 6, 50 Martin Place, Sydney, New South Wales, 2000 (MAIF LP).

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Third Quarter of 2016 DARIEN, Conn.--(BUSINESS WIRE)--November 1, 2016--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Third Quarter Consolidated Highlights (November 1st, 2016)

Operating revenues decreased 8.3% to $501.0 million from $546.3 million. Reported operating income decreased 21.9% to $91.9 million; Adjusted operating income decreased 19.0% to $95.8 million.(1) Reported diluted earnings per common share (EPS) decreased 10.9% to $0.98; Adjusted diluted EPS decreased 13.6% to $0.95; Adjusted diluted EPS excluding the Short Line Tax Credit decreased 25.5% to $0.82.(1)

Genesee & Wyoming Inc – Share Sale Agreement Dated 20 October 2016 Glencore Coal Pty Limited ACN 082 271 930 (“Seller”) GWI Acquisitions Pty Ltd ACN 615 317 130 (“Buyer”) Genesee & Wyoming Inc. (“Buyer Guarantor”) Glencore Operations Australia Pty Limited ACN 128 115 140 (“Seller Guarantor”) King & Wood Mallesons Level 61 Governor Phillip Tower 1 Farrer Place Sydney NSW 2000 Australia T +61 2 9296 2000 F +61 2 9296 3999 DX 113 Sydney www.kwm.com (October 20th, 2016)
Genesee & Wyoming Inc – MANDATE, COMMITMENT AND FEE LETTER – PROJECT MONTY (October 20th, 2016)

We, Australia and New Zealand Banking Group Limited (ABN 11 005 357 522) (“ANZ”), Bank of America, N.A. Australian Branch (ABN 51 064 874 531) (“BAML”), BNP Paribas (ABN 23 000 000 117) (“BNP”), Citibank, N.A. Sydney Branch (ABN 34 072 814 058) (“Citi”), Commonwealth Bank of Australia (ABN 48 123 123 124) (“CBA”), JPMorgan Chase Bank, N.A. (ABN 43 074 112 011) (“JPM”), National Australia Bank Limited (ABN 12 004 044 937) (“NAB”), Sumitomo Mitsui Banking Corporation (ARBN 114 053 459) (“SMBC”) and The Bank of Tokyo-Mitsubishi UFJ, Ltd. (ABN 75 103 418 882) (“BTMU”) (each an “MLA” and together the “MLAs”) are pleased to set out in this letter the terms and conditions on which we are willing to arrange and provide the Facilities and associated interest rate hedging for the purposes of the bid by Genesee & Wyoming Inc. (“GWI”) and Macquarie Infrastructure and Real Assets (“MIRA”) (participating through Macquarie Asia Infrastructure Management Limited in its capacity as general partner of M

Genesee & Wyoming Inc – AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (October 20th, 2016)

This SECOND AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (this “Credit Agreement”) is made as of March 20, 2015 by and among (a) GENESEE & WYOMING INC., a Delaware corporation (“GWI”), and RP ACQUISITION COMPANY TWO, a Delaware corporation (“RP” and, together with GWI and any Designated Domestic Subsidiary (as defined below), collectively, the “Domestic Borrowers”), (b) QUEBEC GATINEAU RAILWAY INC., a corporation constituted under the laws of Quebec, Canada (the “Canadian Borrower”), (c) GENESEE & WYOMING AUSTRALIA PTY LTD (ACN 079 444 296), a proprietary limited liability company incorporated under the laws of the Commonwealth of Australia (the “Australian Borrower”), (d) ROTTERDAM RAIL FEEDING B.V., a private limited liability company (besloten vennootschap) incorporated under the laws of the Netherlands with its statutory seat in Dordrecht, the Netherlands (the “Rotterdam Rail Feeding”) and ERS RAILWAYS B.V., a private limited liability company (besloten vennoot

Genesee & Wyoming Inc – Genesee & Wyoming Inc. Enters into Agreement to Acquire Providence and Worcester Railroad Company (August 15th, 2016)

DARIEN, Conn. – (Business Wire) – August 15, 2016 – Genesee & Wyoming Inc. (G&W) (NYSE:GWR) announced today that it has agreed to acquire Providence and Worcester Railroad Company (P&W)(NASDAQ: PWX) for $25.00 per share, or approximately $126 million. Subject to satisfaction of customary closing conditions, the acquisition is expected to close following the receipt of P&W shareholder approval in the fourth quarter of 2016.

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Second Quarter of 2016 DARIEN, Conn.--(BUSINESS WIRE)--August 1, 2016--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Second Quarter Consolidated Highlights (August 1st, 2016)

Operating revenues decreased 7.5% to $501.4 million from $542.2 million. Reported operating income decreased 12.3% to $87.2 million; Adjusted operating income decreased 5.3% to $94.4 million.(1) Reported diluted earnings per common share (EPS) decreased 9.8% to $0.83; Adjusted diluted EPS remained constant at $0.93; Adjusted diluted EPS excluding the Short Line Tax Credit decreased 12.9% to $0.81.(1)

Genesee & Wyoming Inc – GENESEE & WYOMING INC. THIRD AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (May 5th, 2016)
Genesee & Wyoming Inc – GENESEE & WYOMING INC. THIRD AMENDED AND RESTATED 2004 OMNIBUS INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD NOTICE (May 5th, 2016)
Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the First Quarter of 2016 (April 28th, 2016)

Operating revenues increased 21.6% to $482.6 million from $397.0 million. Adjusted income from operations decreased 8.2% to $79.6 million; Reported income from operations decreased 21.5% to $57.0 million, primarily due to $21.1 million of charges related to an Australian iron ore customer entering voluntary administration.(1) Adjusted diluted earnings per common share (EPS) decreased 7.2% to $0.77; Adjusted diluted EPS (excluding the Short Line Tax Credit) decreased 20.5% to $0.66; Reported diluted EPS increased 11.9% to $0.47.(1)

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Fourth Quarter of 2015 DARIEN, Conn.--(BUSINESS WIRE)--February 9, 2016--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Fourth Quarter Highlights (February 9th, 2016)

Operating revenues increased 23.9% to $514.9 million from $415.6 million. Same railroad operating revenues, excluding a $16.6 million negative impact of foreign currency depreciation, declined 13.8%, primarily due to weakness in iron ore, coal, metals and agricultural products shipments. Adjusted income from operations (adjusted operating income) decreased 16.9% to $94.2 million; Reported income from operations (operating income) decreased 16.6% to $94.6 million.(1) Adjusted diluted earnings per common share (EPS) decreased 24.1%, to $0.85, or 20.6%, excluding a $0.05 negative impact of foreign currency; Reported diluted EPS decreased 3.9% to $1.47, including a $0.47 impact from the Short Line Tax Credit and a $0.17 impact from a reduction in U.K. tax rates.(1)

Genesee & Wyoming Inc – AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (October 2nd, 2015)

This AMENDMENT NO. 1, dated as of September 30, 2015 (this “Amendment”), to the SECOND AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT is entered into among GENESEE & WYOMING INC., a Delaware corporation (“GWI”) and RP ACQUISITION COMPANY TWO, a Delaware corporation (“RP” and, together with GWI, collectively, the “Domestic Borrowers”), QUEBEC GATINEAU RAILWAY INC., a corporation constituted under the laws of Quebec, Canada (the “Canadian Borrower”), GENESEE & WYOMING AUSTRALIA PTY LTD (ACN 079 444 296), a proprietary limited liability company incorporated under the laws of the Commonwealth of Australia (the “Australian Borrower”), GWI UK ACQUISITION COMPANY LIMITED, a company incorporated under the laws of England and Wales (the “UK Borrower”), ROTTERDAM RAIL FEEDING B.V., a private limited liability company (besloten vennootschap) incorporated under the laws of the Netherlands with its statutory seat in Dordrecht, the Netherlands (“Rotterdam Rail Feeding”) and ERS RA

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the First Quarter of 2015 DARIEN, Conn.--(BUSINESS WIRE)--May 1, 2015--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) First Quarter Highlights (May 1st, 2015)

Completed the acquisition of London-based Freightliner Group Limited (Freightliner) on March 25, 2015. Total operating revenues increased 5.5% to $397.0 million from $376.3 million, including $15.1 million of revenues from Freightliner for the last five days in March and $21.9 million of revenues from Rapid City, Pierre & Eastern Railroad, Inc. (RCP&E) and Pinsly Arkansas. Same railroad revenue, excluding the $13.4 million impact of foreign currency depreciation, declined 0.8%, primarily due to weakness in iron ore, utility coal and steel shipments. Adjusted income from operations increased 15.2% to $86.7 million; Reported income from operations decreased 3.0% to $72.6 million, primarily due to $12.6 million of expense related to the Freightliner acquisition. (1) Adjusted diluted earnings per common share (EPS) increased 18.6% t

Genesee & Wyoming Inc – AMENDMENT NO. 1 TO AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT (March 25th, 2015)

This AMENDMENT NO. 1, dated as of March 20, 2015 (this “Amendment”), to the AMENDED AND RESTATED SENIOR SECURED SYNDICATED FACILITY AGREEMENT is entered into among GENESEE & WYOMING INC., a Delaware corporation (“GWI”), and RP ACQUISITION COMPANY TWO, a Delaware corporation (“RP” and, together with GWI, collectively, the “Domestic Borrowers”), QUEBEC GATINEAU RAILWAY INC., a corporation constituted under the laws of Quebec, Canada (the “Canadian Borrower”), GENESEE & WYOMING AUSTRALIA PTY LTD (ACN 079 444 296), a proprietary limited liability company incorporated under the laws of the Commonwealth of Australia (the “Australian Borrower”), GWI UK ACQUISITION COMPANY LIMITED, a company incorporated under the laws of England and Wales (the “UK Borrower”), GWI UK HOLDING LIMITED (the “UK Guarantor” and, together with the UK Borrower, the “UK Loan Parties”), ROTTERDAM RAIL FEEDING B.V., a private limited liability company (besloten vennootschap) incorporated under the laws of the Netherland

Genesee & Wyoming Inc – BANK OF AMERICA, N.A. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED One Bryant Park New York, NY 10036 (February 25th, 2015)
Genesee & Wyoming Inc – Dated 24 February 2015 RAILINVEST INVESTMENTS LIMITED THE MANAGEMENT SELLERS THE PURCHASER THE PURCHASER’S GUARANTOR SHARE PURCHASE AGREEMENT relating to RailInvest Holding Company Limited (February 25th, 2015)

(1) RailInvest Investments Limited a limited company incorporated in the Cayman Islands whose registered office is at c/o Paget Brown Trust Company Limited, Boundary Hall, Cricket Square, Grand Cayman KY1-1102, Cayman Islands (Institutional Seller);

Genesee & Wyoming Inc – Genesee & Wyoming Reports Results for the Fourth Quarter of 2014 DARIEN, Conn.--(BUSINESS WIRE)--February 10, 2015--Genesee & Wyoming Inc. (G&W) (NYSE:GWR) Fourth Quarter Highlights (February 10th, 2015)

Total operating revenues increased 6.1% to $415.6 million. Adjusted income from operations (operating income) increased 18.4% to $113.4 million; Reported income from operations increased 19.7% to $113.5 million. (1) Adjusted operating ratio improved 2.9 percentage points to 72.7%; Reported operating ratio of 72.7% (73.8% North American & European Operations; 67.3% Australian Operations). (1) Adjusted income before income taxes (pre-tax income) increased 23.5% to $102.3 million; Reported income before income taxes increased 25.0% to $102.3 million. (1) Adjusted diluted earnings per common share (EPS) of $1.12, a 19.1% increase in adjusted diluted EPS; Reported diluted EPS of $1.53. (1)