Mr. Olivier Chouc reports

CN SUBMITS COMMENTS TO STB ON COMPLETENESS OF UP-NS AMENDED MERGER APPLICATION

Canadian National Railway Company has filed comments with the Surface Transportation Board (STB) demonstrating that the amended merger application submitted by Union Pacific (UP) and Norfolk Southern (NS) still fails to meet the board's requirements and thus remains incomplete. CN is urging the board to reject the amended application.

CN's filing shows that the amended application continues to omit required information regulators and stakeholders need to meaningfully assess the competitive and operational impacts of this major proposed merger. Of the three independent deficiencies the board identified in rejecting the applicants' first application in January, 2026, the amended application meaningfully addresses only one -- providing the complete merger agreement -- while failing to remedy the other two. Applicants still have not offered meaningful competitive enhancements, falling far short of the STB's higher burden for Class I mergers to enhance competition and meet the public interest standard.

More specifically, the amended application still fails to provide:

• Complete competition analyses required by STB regulations;
• Consistent market share information across the amended application;
• Accurate identification of points that would go from two Class I options to one, or from three Class I options to two;
• Analyses of downstream competitive impacts from future potential rail consolidation;
• A significant transaction application for control of the Terminal Railroad Association of St. Louis (TRRA).

Finally, CN highlighted the insufficiency of the applicants' proposed committed gateway pricing (CGP) program -- the sole alleged enhancement to competition. This temporary and highly limited program applies to less than 1 per cent of U.S. rail traffic. CGP excludes major categories of traffic, including finished vehicles, intermodal shipments, unit trains, and all customers currently served by CN, CPKC and most short lines. According to applicants' own expert and modeling, CGP will actually harm many shippers. Importantly, many shippers would face increases in rail shipping costs due to the CGP program, as shown in the state maps submitted with CN's comments.

"In January, the board gave applicants a clear road map: fix three specific deficiencies and take the opportunity to improve your application. Instead of doing the work, applicants addressed only one of three -- and ignored the board's invitation to meaningfully improve their application altogether. Rather than provide the required competition analyses, they recycled the same flawed approach the board already rejected. Rather than submit the required TRRA application, they deleted their prior filing and offered a vague promise in its place. And rather than propose real competitive enhancements, they doubled down on a pricing program that will harm more shippers than it helps as shown by their own expert's study. This is not a serious effort to comply with the board's requirements -- it is a disregard for the process and for the stakeholders who depend on it," stated Olivier Chouc, executive vice-president and chief legal officer, CN.

CN appreciates the STB's commitment to conduct a thorough and fair review in this proceeding to protect rail competition, support affordable transportation options for shippers and strengthen the resiliency of North American supply chains. CN remains confident the board will hold the applicants to the standards required by the board's regulations and to reject this incomplete application.

About Canadian National Railway Co.

CN powers the economy by safely transporting more than 300 million tons of natural resources, manufactured products and finished goods throughout North America every year for its customers. With its nearly 20,000-mile rail network and related transportation services, CN connects Canada's Eastern and Western coasts with the U.S. Midwest and the U.S. Gulf Coast, contributing to sustainable trade and the prosperity of the communities in which it operates since 1919.

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