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On June 5, 2025, Canadian National Railway Company (CN) announced a public offering of $1 billion aggregate principal amount of unsecured notes in two tranches: $500 million of 3.500% notes due June 10, 2030 and $500 million of 4.200% notes due June 10, 2035. The 2030 Notes were priced at 99.832% and the 2035 Notes at 99.830%, yielding proceeds of approximately $993 million after deducting agents’ fees and estimated expenses. CN intends to use the net proceeds for general corporate purposes, which may include debt refinancing, share repurchases, acquisitions, or other business opportunities.
The offering was conducted on a best efforts basis by a syndicate of agents including RBC Dominion Securities Inc., Scotia Capital Inc., TD Securities Inc., BMO Nesbitt Burns Inc., Desjardins Securities Inc., J.P. Morgan Securities Canada Inc., SMBC Nikko Securities Canada, Ltd., Wells Fargo Securities Canada, Ltd., BNP Paribas (Canada) Securities Inc., CIBC World Markets Inc., Merrill Lynch Canada Inc., and Morgan Stanley Canada Limited. Legal counsel for CN was Stikeman Elliott LLP, while Norton Rose Fulbright Canada LLP acted for the agents.
The Offered Securities are senior unsecured obligations of CN, ranking equally with its existing senior unsecured indebtedness but structurally subordinated to the obligations of its subsidiaries. Interest is payable semi-annually beginning December 10, 2025. The notes are redeemable at the company’s option, subject to a “Canada Yield Price” premium prior to their respective par call dates.
Parties
Company
Canadian National Railway Company
Bank
RBC Dominion Securities Inc.
Bank
Scotia Capital Inc.
Bank
TD Securities Inc.
Bank
BMO Nesbitt Burns Inc.
Company
Desjardins Securities Inc.
Company
J.P. Morgan Securities Canada Inc.
Company
SMBC Nikko Securities Canada, Ltd.
Company
Wells Fargo Securities Canada, Ltd.
Company
BNP Paribas (Canada) Securities Inc.
Bank
CIBC World Markets Inc.
Company
Merrill Lynch Canada Inc.
Company
Morgan Stanley Canada Limited
Deal Type
Public/Private OfferingIndustry
InfrastructureTransaction
$ 1,000,000,000Deal Status
ClosedClosing Date
10 June 2025