S&C Advises Canadian Pacific in Revised Bid for Kansas City Southern

August 10, 2021

Canadian Pacific Railway has revised its offer to buy Kansas City Southern, proposing $31 billion and countering a bid by Canadian National Railway.
 
The deal would create the first rail network connecting the United States, Mexico and Canada. The combined company would have an enterprise value of $86 billion, operate approximately 20,000 miles of rail and employ more than 20,000 people.
 
Canadian Pacific maintains that the Canadian National offer would reduce competition and harm shippers. On July 29, the company filed a preliminary proxy statement soliciting proxies from Kansas City Southern stockholders to vote against the proposed Canadian National deal. Canadian Pacific also proposed to adjourn the August 19 special meeting of Kansas City Southern stockholders to vote on the merger proposal, citing the uncertainty of whether the Surface Transportation Board will permit Canadian National to use a voting trust for the merger.

Canadian Pacific has received authorization from the Surface Transportation Board to use a voting trust.
 
The S&C team representing Canadian Pacific includes Frank Aquila, Andrew Gerlach, Julia Kim and Renata Mascarenhas. Ari Blaut and Alan Fishman are handling financing matters.