CN Announces C$1 Billion Debt Offering

The prospectus supplement, the corresponding base shelf prospectus and any amendment thereto in connection with this offering will be accessible through SEDAR+ within two business days

CN announced a public debt offering of C$500 million 3.500% Notes due 2030, and C$500 million 4.200% Notes Due 2035. CN expects to close the offering on June 10, 2025, subject to 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 Canada under CN’s base shelf prospectus dated April 2, 2024.

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.

The securities have not been registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent an applicable exemption from the registration requirements.

Access to the prospectus supplement and the corresponding base shelf prospectus and any amendment thereto in connection with this offering is provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment thereto. The prospectus supplement, the corresponding base shelf prospectus and any amendment thereto in connection with this offering will be accessible within two business days at www.sedarplus.ca.

An electronic or paper copy of the prospectus supplement, the corresponding base shelf prospectus and any amendment thereto may be obtained from any one of the joint bookrunners, without charge, by contacting RBC Dominion Securities Inc. by email at torontosyndicate@rbccm.com, Scotia Capital Inc. by email at syndicate.toronto@scotiabank.com, or TD Securities Inc. by email at tdcan-syndicate@tdsecurities.com, and by providing the contact with an email address or mailing address, as applicable.

About CN

CN is a world-class transportation leader and trade enabler. Essential to the economy, to the customers, and to the communities it serves, CN safely transports more than 300 million tons of natural resources, manufactured products, and finished goods throughout North America every year. CN’s network connects Canada’s Eastern and Western coasts with the U.S. South through an 18,600-mile rail network, CN and its affiliates have been contributing to community prosperity and sustainable trade since 1919. CN is committed to programs supporting social responsibility and environmental stewardship.

Contact:

Ashley Michnowski – Senior Manager, Media Relations – media@cn.ca – (438) 596-4329

Source: Canadian National Railway Company