Kansas City Southern to Begin Discussions with Canadian National Railway
Kansas City Southern (NYSE: KSU) (“KCS”) today announced that its Board of Directors has unanimously determined, after consultation with the Company’s outside legal and financial advisors, that the unsolicited proposal received from Canadian National Railway (TSX: CNR, NYSE: CNI) (“CN”) on April 20, 2021 to acquire KCS in a cash and stock transaction valued by CN at $325 per KCS share could reasonably be expected to lead to a “Company Superior Proposal” as defined in KCS’s merger agreement with Canadian Pacific Railway Limited (TSX: CP, NYSE: CP) (“CP”).
KCS intends to provide CN with nonpublic information and to engage in discussions and negotiations with CN with respect to CN’s proposal, subject in each case to the requirements of the CP merger agreement.
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The U.S. Surface Transportation Board (STB) has decided to uphold a 2001 waiver that will ease the path for the merger between Kansas City Southern and Canadian Pacific Railway Limited.
What Happened: The
Canadian Pacific Railway Ltd. (NYSE: CP) won a petition for its proposed tie-up with
Kansas City Southern (NYSE: KSU) to be exempt from the merger rules that the Surface Transportation Board s (STB) had established in 2001, Reuters reports.
The STB on Friday confirmed that the waiver it granted to Kansas City Southern in 2001 is applicable to the proposed combination of the two companies.
The regulator s ruling will help Canadian Pacific to gain approval of its bid for Kansas City Southern.
CN Looks Forward to Engaging With Kansas City Southern to Finalize Definitive Merger Agreement
April 24, 2021 16:20 ET | Source: Canadian National Railway Canadian National Railway Montreal, Quebec, CANADA
Welcomes determination by KCS board of directors that CN’s offer is reasonably expected to lead to “Company Superior Proposal”
MONTREAL, April 24, 2021 (GLOBE NEWSWIRE) CN (TSX: CNR, NYSE: CNI) today announced that it looks forward to engaging with the board of directors of Kansas City Southern (NYSE: KSU) (“KCS”) to complete confirmatory due diligence and finalize a definitive merger agreement to combine the companies and create the premier railway for the 21
st century.
Canadian Pacific Comments on Procedural Update From Kansas City Southern
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CALGARY, AB, April 24, 2021 /PRNewswire/ - Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) ( CP ) today provided the following statement regarding Kansas City Southern s ( KCS ) decision to evaluate Canadian National s ( CN ) unsolicited proposal.
The board of KCS is simply meeting its obligations under the merger agreement with CP and fulfilling its fiduciary duty to its shareholders by assessing the CN offer. Not only is this the correct process and one that is clearly required by the merger agreement, in fact we are encouraged that they will be taking a hard look at the details of the CN offer as soon as possible, which we believe will lead them to question the true value and deal certainty of their proposal.
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