CN Statement on UP-NS Amended Merger Re-Application

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MONTREAL, April 30, 2026 (GLOBE NEWSWIRE) — CN (TSX: CNR) (NYSE: CNI) today announced that it continues to review Union Pacific and Norfolk Southern’s amended merger application submitted to the Surface Transportation Board (STB) and will remain actively engaged in this process.

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Despite having addressed certain deficiencies, the Applicants have failed to materially improve the amended application in ways that address the competitive harms of the merger, despite the Surface Transportation Board’s clear encouragement to do so. Most notably, they have not remedied the significant competitive harms posed by the merger, nor have they offered any meaningful competitive enhancements as required under the Board’s new rules. These failures should be fatal to the application.

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The Applicants falsely continue to call their merger end-to-end. However, as CN has previously demonstrated, the Company continues to believe the areas of competitive overlap and harms are more extensive than those identified in this amended application. CN is well positioned to provide solutions to the issues the Applicants acknowledge, as well as those harms they have yet to address.

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“Given the magnitude of this transaction, the Board’s authority to impose conditions that protect competition and the public interest must be paramount. If Union Pacific and Norfolk Southern have set a cost cap on the conditions, they’re willing to accept, that’s their business decision and their risk. It is not a ceiling on the Board’s authority, and it doesn’t limit what’s required in the public interest.”
    –    Olivier Chouc, Senior Vice-President and Chief Legal Officer, CN

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Remedies are necessary for a transaction that would control approximately 40% of U.S. freight rail traffic. But the measures outlined in the amended application are plainly inadequate. The Applicants cannot cure an incomplete and deficient application with vague and insufficient remedies.

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The STB’s mandate to impose the necessary conditions to protect competition and the public interest is not negotiable.

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CN Forward-Looking Statements

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Certain statements by CN included in this news release constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and under Canadian securities laws. By their nature, forward-looking statements involve risks, uncertainties and assumptions. CN cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although reasonable at the time they were made, subject to greater uncertainty. Forward-looking statements may be identified by the use of terminology such as “believes,” “expects,” “anticipates,” “assumes,” “outlook,” “plans,” “targets,” or other similar words. Forward-looking statements reflect information as of the date on which they are made. CN assumes no obligation to update or revise forward-looking statements to reflect future events, changes in circumstances, or changes in beliefs, unless required by applicable securities laws. In the event CN does update any forward-looking statement, no inference should be made that CN will make additional updates with respect to that statement, related matters, or any other forward-looking statement.