CALGARY,
AB, March 12, 2025 /PRNewswire/ - Canadian
Pacific Kansas City Limited (TSX: CP) (NYSE: CP) ("CPKC") announced
that its wholly-owned subsidiary, Canadian Pacific Railway Company,
is issuing US$600 million of 4.800%
Notes due 2030 and US$600 million of
5.200% Notes due 2035, which will be guaranteed by CPKC.
The offering is expected to close on March 17, 2025, subject to the satisfaction of
customary closing conditions.
The net proceeds from the offering will be used primarily for
the refinancing of outstanding indebtedness and for general
corporate purposes. Until utilized for such purposes, the net
proceeds may be invested in short term investment grade securities
or bank deposits.
The joint active bookrunners for the offering are Wells Fargo
Securities, LLC, BofA Securities, Inc., Goldman Sachs
& Co. LLC and Morgan Stanley & Co. LLC, together with
a syndicate that includes BMO Capital Markets Corp., CIBC
World Markets Corp., RBC Capital Markets, LLC, Scotia Capital
(USA) Inc., SMBC
Nikko Securities America, Inc., ATB Securities Inc.,
Desjardins Securities Inc. and U.S. Bancorp Investments,
Inc.
The offering is being made pursuant to an effective shelf
registration statement previously filed with the Securities and
Exchange Commission (the "SEC"). Copies of these documents may be
obtained without charge from the SEC at www.sec.gov. Alternatively,
you may request copies of the prospectus supplement and the
accompanying prospectus for the offering by contacting Wells Fargo
Securities, LLC, toll free at
1-800-645-3751, BofA Securities Inc. toll-free at
1-800-294-1322 Goldman Sachs & Co. LLC toll-free at
1-866-471-2526 and Morgan Stanley & Co. LLC toll-free at
1-866-718-1649.
This press 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 Canada or 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. Under the terms of the offering, the underwriters
have agreed not to offer or sell the securities sold in the
offering in Canada or to any
resident of Canada.
Forward looking information
This news release contains certain forward-looking information and
forward-looking statements (collectively, "forward-looking
information") within the meaning of applicable securities laws.
Forward-looking information includes, but is not limited to,
statements concerning expectations, beliefs, plans, goals,
objectives, assumptions and statements about possible future
events, conditions, and results of operations or performance.
Forward-looking information may contain statements with words or
headings such as "financial expectations", "key assumptions",
"anticipate", "believe", "expect", "plan", "will", "outlook",
"should" or similar words suggesting future outcomes. This news
release contains forward-looking information relating, but not
limited to, the intended use of proceeds from the offering,
including the reduction and refinancing of outstanding indebtedness
and the timing and completion of the proposed offering.
The forward-looking information that may be in this news release
is based on current expectations, estimates, projections and
assumptions, having regard to CPKC's experience and its perception
of historical trends, and includes, but is not limited to,
expectations, estimates, projections and assumptions relating to:
changes in business strategies, North American and global economic
growth and conditions; commodity demand growth; sustainable
industrial and agricultural production; commodity prices and
interest rates; performance of our assets and equipment;
sufficiency of our budgeted capital expenditures in carrying out
our business plan; geopolitical conditions, applicable laws,
regulations and government policies; the availability and cost of
labour, services and infrastructure; the satisfaction by third
parties of their obligations to CPKC; and carbon markets, evolving
sustainability strategies, and scientific or technological
developments. Although CPKC believes the expectations, estimates,
projections and assumptions reflected in the forward-looking
information presented herein are reasonable as of the date hereof,
there can be no assurance that they will prove to be correct.
Current conditions, economic and otherwise, render assumptions,
although reasonable when made, subject to greater uncertainty.
Undue reliance should not be placed on forward-looking
information as actual results may differ materially from those
expressed or implied by forward-looking information. By its nature,
CPKC's forward-looking information involves inherent risks and
uncertainties that could cause actual results to differ materially
from the forward-looking information, including, but not limited
to, the following factors: changes in business strategies and
strategic opportunities; general Canadian, U.S., Mexican and global
social, economic, political, credit and business conditions; risks
associated with agricultural production such as weather conditions
and insect populations; the availability and price of energy
commodities; the effects of competition and pricing pressures,
including competition from other rail carriers, trucking companies
and maritime shippers in Canada,
the U.S. and Mexico; North
American and global economic growth and conditions; industry
capacity; shifts in market demand; changes in commodity prices and
commodity demand; uncertainty surrounding timing and volumes of
commodities being shipped via CPKC; inflation; geopolitical
instability; changes in laws, regulations and government policies,
including regulation of rates; changes in taxes and tax rates;
potential increases in maintenance and operating costs; changes in
fuel prices; disruption in fuel supplies; uncertainties of
investigations, proceedings or other types of claims and
litigation; compliance with environmental regulations; labour
disputes; changes in labour costs and labour difficulties; risks
and liabilities arising from derailments; transportation of
dangerous goods; timing of completion of capital and maintenance
projects; sufficiency of budgeted capital expenditures in carrying
out business plans; services and infrastructure; the satisfaction
by third parties of their obligations; currency and interest rate
fluctuations; exchange rates; effects of changes in market
conditions and discount rates on the financial position of pension
plans and investments; trade restrictions or other changes to
international trade arrangements; the effects of current and future
multinational trade agreements on the level of trade among
Canada, the U.S. and Mexico; climate change and the market and
regulatory responses to climate change; anticipated
in-service dates; success of hedging activities; operational
performance and reliability; customer, regulatory and other
stakeholder approvals and support; regulatory and legislative
decisions and actions; the adverse impact of any termination or
revocation by the Mexican government of Kansas City Southern de
México, S.A. de C.V.'s Concession; public opinion; various events
that could disrupt operations, including severe weather, such as
droughts, floods, avalanches and earthquakes, and cybersecurity
attacks, as well as security threats and governmental response to
them, and technological changes; acts of terrorism, war or other
acts of violence or crime or risk of such activities; insurance
coverage limitations; material adverse changes in economic and
industry conditions, including the availability of short and
long-term financing; the demand environment for logistics
requirements and energy prices, restrictions imposed by public
health authorities or governments, fiscal and monetary policy
responses by governments and financial institutions, and
disruptions to global supply chains; the realization of anticipated
benefits and synergies of the CP-KCS transaction and the
timing thereof; the satisfaction of the conditions imposed by the
U.S. Surface Transportation Board in its March 15, 2023 final decision; the success of
integration plans for KCS; other disruptions arising from
the CP-KCS integration; estimated future dividends;
financial strength and flexibility; debt and equity market
conditions, including the ability to access capital markets on
favourable terms or at all; cost of debt and equity capital;
improvement in data collection and measuring systems;
industry-driven changes to methodologies; and the ability of the
management of CPKC to execute key priorities, including those in
connection with the CP-KCS transaction. The foregoing
list of factors is not exhaustive. These and other factors are
detailed from time to time in reports filed by CPKC with securities
regulators in Canada and
the United States. Reference
should be made to "Item 1A - Risk Factors" and "Item 7 -
Management's Discussion and Analysis of Financial Condition and
Results of Operations - Forward-Looking Statements" in CPKC's
annual and interim reports on
Form 10-K and 10-Q. Any forward-looking
information contained in this news release is made as of the date
hereof. Except as required by law, CPKC undertakes no obligation to
update publicly or otherwise revise any forward-looking
information, or the foregoing assumptions and risks affecting such
forward-looking information, whether as a result of new
information, future events or otherwise.
About CPKC
With its global headquarters in
Calgary, Alta., Canada, CPKC is the first and only single-line
transnational railway linking Canada, the United
States and México, with unrivaled access to major ports from
Vancouver to Atlantic Canada to the Gulf of México to
Lázaro Cárdenas, México. Stretching approximately 20,000 route
miles and employing 20,000 railroaders, CPKC provides North
American customers unparalleled rail service and network reach to
key markets across the continent. CPKC is growing with its
customers, offering a suite of freight transportation services,
logistics solutions and supply chain expertise. CP-IR
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SOURCE CPKC
