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FTAI Infrastructure Inc. Announces Approval from the U.S. Surface Transportation Board for Control of The Wheeling Corporation and The Wheeling & Lake Erie Railway Company

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FTAI Infrastructure (NASDAQ:FIP) announced that the U.S. Surface Transportation Board approved its acquisition of The Wheeling & Lake Erie Railway, effective December 26, 2025. The company expects the voting trust that has controlled The Wheeling since the August 25, 2025 closing to be dissolved on or shortly after the Effective Date.

After dissolution, the company will assume control of The Wheeling and combine operations with its existing Transtar freight rail business.

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Positive

  • STB approval granted with Effective Date: Dec 26, 2025
  • Voting trust controlling The Wheeling to be dissolved after Effective Date
  • Company will assume control and combine operations with Transtar freight rail business

Negative

  • None.

News Market Reaction

-0.47%
12 alerts
-0.47% News Effect
+2.5% Peak in 22 min
-$3M Valuation Impact
$531M Market Cap
0.5x Rel. Volume

On the day this news was published, FIP declined 0.47%, reflecting a mild negative market reaction. Argus tracked a peak move of +2.5% during that session. Our momentum scanner triggered 12 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $3M from the company's valuation, bringing the market cap to $531M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Effective Date: December 26, 2025 Voting trust closing: August 25, 2025
2 metrics
Effective Date December 26, 2025 STB-approved control of The Wheeling becomes effective
Voting trust closing August 25, 2025 Transaction initially closed into a voting trust

Market Reality Check

Price: $5.76 Vol: Volume 2,315,845 vs 20-da...
normal vol
$5.76 Last Close
Volume Volume 2,315,845 vs 20-day average 1,665,962 (about 1.39x typical activity) normal
Technical Current price 5.13 with 200-day MA at 5.16 ahead of control transfer

Peers on Argus

FIP gained 7.93% on STB control approval while peers were mixed: TTI up 3.41%, B...

FIP gained 7.93% on STB control approval while peers were mixed: TTI up 3.41%, BOC up 1.19%, CRESY and CODI down, TRC flat. Moves do not indicate a broad sector trend.

Historical Context

5 past events · Latest: Dec 01 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Dec 01 Regulatory approval Positive -0.5% STB approved control and combination with Transtar rail operations.
Oct 30 Earnings & dividend Negative -3.0% Q3 2025 results with large net loss despite higher Adjusted EBITDA.
Oct 20 Project development Positive +7.4% Regulatory approval for Phase 3 LPG storage caverns at Repauno.
Oct 02 Earnings scheduling Neutral +7.0% Announcement of Q3 2025 earnings release and conference call timing.
Aug 07 Earnings & acquisition Negative -20.2% Q2 loss alongside announcement of $1.05B Wheeling acquisition and financing.
Pattern Detected

The stock has mostly moved in line with the tone of past news, with one divergence where regulatory approval coincided with a modest decline.

Recent Company History

Over the last few months, FTAI Infrastructure has focused on large-scale rail and energy infrastructure. On Aug 7, 2025, it reported Q2 results and announced the planned $1.05 billion Wheeling & Lake Erie acquisition, alongside major debt financing. Subsequent Q3 2025 results on Oct 30 showed higher Adjusted EBITDA but continued net losses. Project-wise, the Repauno terminal secured Phase 3 development approval on Oct 20. Today’s Surface Transportation Board approval advances the Wheeling transaction from a voting trust structure to full operational control.

Market Pulse Summary

This announcement confirmed U.S. Surface Transportation Board approval for FTAI Infrastructure to as...
Analysis

This announcement confirmed U.S. Surface Transportation Board approval for FTAI Infrastructure to assume control of The Wheeling & Lake Erie Railway on December 26, 2025, transitioning the asset out of a voting trust and into combined operations with the Transtar freight rail business. In recent months, the company has paired this rail expansion with major project approvals and continued net losses. Investors may track post-closing integration progress, earnings updates, and debt management disclosures as key follow-ons.

Key Terms

surface transportation board, voting trust
2 terms
surface transportation board regulatory
"the Surface Transportation Board has approved the acquisition"
A federal agency that oversees and enforces rules for freight railroads and related transport services, acting like a referee for the industry by settling disputes, reviewing rates and service complaints, and approving major changes such as mergers or line abandonments. Investors care because the board’s decisions can change a railroad’s costs, access to markets, and competitive landscape, which in turn can affect revenue, profitability and long-term investment value.
voting trust financial
"The voting trust that has controlled The Wheeling since the transaction closed"
A voting trust is an arrangement where shareholders temporarily transfer their voting rights to one or more trusted individuals (trustees) who vote on company matters on their behalf. It matters to investors because it consolidates decision-making power—like handing the car keys to a single driver for a journey—which can stabilize leadership or push through strategic plans but also reduces individual shareholders’ direct influence and can affect the company’s direction and stock value.

AI-generated analysis. Not financial advice.

NEW YORK, Dec. 01, 2025 (GLOBE NEWSWIRE) -- FTAI Infrastructure Inc. (NASDAQ:FIP) (the “Company”) announced today that the Surface Transportation Board has approved the acquisition of the Wheeling & Lake Erie Railway Company (“The Wheeling”) effective December 26, 2025 (the “Effective Date”). The voting trust that has controlled The Wheeling since the transaction closed on August 25, 2025 is expected to be dissolved on or shortly after the Effective Date and thereafter the Company would assume control of The Wheeling and combine operations with its existing Transtar freight rail business.

About FTAI Infrastructure Inc.

FTAI Infrastructure Inc. primarily invests in critical infrastructure with high barriers to entry across the rail, ports and terminals, and power and gas sectors that, on a combined basis, generate strong and stable cash flows with the potential for earnings growth and asset appreciation. FTAI Infrastructure Inc. is externally managed by an affiliate of Fortress Investment Group LLC, a leading, diversified global investment firm.

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and beliefs and are subject to a number of trends and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond the Company’s control. The Company can give no assurance that its expectations will be attained and such differences may be material. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available on the Company’s website (www.fipinc.com). In addition, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. The Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based. This release shall not constitute an offer to sell or the solicitation of an offer to buy any securities.

For further information, please contact:

Alan Andreini
Investor Relations
FTAI Infrastructure Inc.
(646) 734-9414
aandreini@ftaiaviation.com


FAQ

What did FTAI Infrastructure (FIP) announce on December 1, 2025?

FTAI Infrastructure announced STB approval of its acquisition of The Wheeling & Lake Erie Railway, effective Dec 26, 2025.

When will FIP assume control of The Wheeling & Lake Erie Railway?

The company expects to assume control on or shortly after the Effective Date: Dec 26, 2025 when the voting trust is dissolved.

What happens to the voting trust that has controlled The Wheeling since Aug 25, 2025?

The voting trust is expected to be dissolved on or shortly after Dec 26, 2025.

How will FIP integrate The Wheeling with its existing operations?

FTAI Infrastructure said it will combine operations of The Wheeling with its existing Transtar freight rail business.

Which regulatory body approved FIP's acquisition of The Wheeling?

The U.S. Surface Transportation Board approved the acquisition.
FTAI INFRASTRUCTURE INC

NASDAQ:FIP

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