CN Urges Regulators to Reject Amended Union Pacific-Norfolk Southern Merger Application

MONTREAL — Canadian National Railway (CN) on May 11, 2026, filed formal comments with the U.S. Surface Transportation Board (STB), arguing that the amended merger application from Union Pacific (UP) and Norfolk Southern (NS) remains critically incomplete and should be rejected by the federal regulator. The filing marks the latest challenge to the proposed creation of a new transcontinental rail giant, a deal that would significantly reshape the North American freight landscape. CN asserts that the revised application fails to provide the necessary information for regulators and stakeholders to properly assess the merger's impact on competition and operations, echoing many of the concerns that led the STB to reject the initial proposal in January 2026. In our experience, these high-stakes regulatory battles over infrastructure are not just abstract corporate dramas. They have direct, tangible consequences for the small and mid-sized businesses that form the backbone of the economy. When rail competition decreases, shipping rates almost inevitably rise, and service quality can decline. For a manufacturer in the Midwest or a distributor on the coast, a seemingly small percentage increase in freight costs can erase already thin profit margins. This uncertainty makes it incredibly difficult for business owners to forecast expenses and manage cash flow effectively. This is precisely why we emphasize proactive supply chain optimization with our clients. Waiting for a merger to be approved or denied is not a strategy. Businesses need to analyze their logistics networks now to identify vulnerabilities and explore alternative shipping arrangements before they are forced to. Understanding the full financial impact of potential rate hikes is a critical part of risk management. For guidance on how these macroeconomic shifts affect your company's bottom line, contact C&S Finance Group LLC at csfinancegroup.com to discuss a strategic review. According to CN’s submission, the amended application from UP and NS only remedies one of the three key deficiencies the STB identified in its January rejection. While the applicants have now provided the complete merger agreement, CN contends they have failed to address the other two critical issues. The filing argues that UP and NS have not offered meaningful proposals to enhance competition, a requirement under the STB’s heightened standards for mergers between major Class I railroads, which must be proven to be in the public interest. CN’s filing details several specific omissions that it claims render the application incomplete. The railway company states the amended proposal still lacks complete competition analyses as required by STB regulations. It also points to inconsistent market share information presented across different sections of the document, making a clear assessment of the post-merger landscape difficult for outside parties. Without consistent data, shippers and competitors cannot meaningfully comment on the deal's potential effects. Furthermore, CN alleges the application fails to accurately identify the specific rail interchange points and customer locations that would see a reduction in competitive options. This includes locations that would go from having two Class I rail options to just one, or from three to two. This data is essential for understanding which shippers would be most acutely affected by the consolidation. The filing also criticizes the lack of analysis on the potential for future downstream consolidation in the rail industry that could be triggered by the merger. Another significant point of contention raised by CN is the continued failure to include a formal application for control of the Terminal Railroad Association of St. Louis (TRRA), a crucial interchange hub. Control of such a key piece of infrastructure is considered a significant transaction that requires its own regulatory review. CN is not alone in its criticism. According to a report from Railway Age, other major competitors, including BNSF and Canadian Pacific Kansas City (CPKC), have also filed comments with the STB highlighting similar fundamental deficiencies in the revised application. This united front from competing railways suggests a broad industry concern about the lack of transparency and potential anti-competitive effects of the proposed merger. In response to the filings from CN, CPKC, and BNSF, a Norfolk Southern spokesperson reportedly provided the same boilerplate statement and fact sheet to the press, indicating a standardized public relations approach rather than a detailed rebuttal of the specific points raised. In its statement, CN said it appreciates the STB's commitment to a thorough review process aimed at protecting rail competition, ensuring affordable transport options for shippers, and strengthening North American supply chains. The company expressed confidence that the board would hold UP and NS to the required regulatory standards and reject the incomplete application for a second time. The STB now faces the decision of whether to accept the amended application as complete, which would start the clock on a formal review period, or to reject it once again, sending the two rail giants back to the drawing board. The board's next move will be closely watched by shippers, competitors, and businesses across the country whose logistics costs and supply chain stability hang in the balance.