December 18, 2002

Carlyle buys CSX Lines
Bringing an end to much rumor and speculation, CSX Corp.has announced that it has reached agreement to convey its domestic container shipping unit, CSX Lines, LLC, to a venture formed with The Carlyle Group for approximately $300 million in cash and securities.

The transaction is subject to customary conditions, and regulatory approvals. Closing is expected to take place in the first quarter of 2003.

CSX Corp. will receive $240 million in cash and $60 million of securities issued by the venture. CSX has the potential to gain additional value if certain financial targets are met.

Michael J. Ward, CSX president, said, "This is a terrific transaction for all parties. Completion of this transaction is consistent with our long- stated strategy of becoming a more rail-based organization, strengthens our balance sheet and provides shareholders with significant value.

"We are very pleased to have a continuing interest in this fine company," Ward added. "In a few short years Chuck Raymond and his outstanding management team have done a great job strengthening CSX Lines' competitive position in its Alaska, Hawaii, Puerto Rico and Guam markets, building a solid reputation for excellent performance and innovative customer service. All of us at CSX wish Chuck and his organization much success in this new venture," he said.

Carlyle managing director Greg Ledford said, "CSX Lines is a well-managed company that has a bright future. We look forward to working with Chuck Raymond and his seasoned team in the coming years to further unlock CSX Lines' great potential. CSX Lines complements Carlyle's growing transportation portfolio."

Current CSX Lines President and CEO Charles G. (Chuck) Raymond and his management team will remain in place at the Charlotte, N.C.-based ocean carrier, which will be renamed Horizon Lines, LLC. Raymond also will chair the board of directors of the company.

CSX Lines serves Alaska, Hawaii, Puerto Rico and Guam. It is the former U.S.-flag segment of SeaLand that was retained by CSX when it sold off SeaLand to Denmark's Maersk Group in 1999.

Credit Suisse First Boston Corporation and Wachtell, Lipton, Rosen & Katz advised CSX Corporation on this transaction.

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