CN announces US$750 million debt offering

CN announced a public debt offering of US$750 million aggregate principal amount of 4.375% Notes due 2034. CN expects to close the offering on September 18, 2024, subject to the satisfaction of customary closing conditions.

CN plans to use the net proceeds from the offering for general corporate purposes, which may include the redemption and refinancing of outstanding indebtedness, share repurchases, acquisitions and other business opportunities.

The debt offering is being made in the United States under an effective shelf registration statement dated April 2, 2024.

The joint book-running managers of the debt offering are: BNP Paribas Securities Corp., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC and RBC Capital Markets, LLC. The senior co-managers of the debt offering are: BofA Securities, Inc., BMO Capital Markets Corp., Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and U.S. Bancorp Investments, Inc. The co-managers of the debt offering are: CIBC World Markets Corp., Desjardins Securities Inc. and Morgan Stanley & Co. LLC.

A copy of the prospectus supplement and the accompanying prospectus for the offering may be obtained by contacting: BNP Paribas Securities Corp., 787 7th Avenue, New York, New York 10019, Telephone: 1-800-854-5674; J.P. Morgan Securities LLC, c/o Broadridge Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, Telephone: 1-212-834-4533; or Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402 Attn: WFS Customer Service, Telephone: 1-800-645-3751, Email: [email protected].

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.