MONTREAL, June 26 /PRNewswire-FirstCall/ - CN (TSX: CNR) (NYSE:CNI) today announced that its wholly-owned subsidiary, CNLX Canada Inc., has commenced a cash tender offer for any and all of the outstanding US$300,000,000 aggregate principal amount of 4.25% Notes due 2009 issued by CN (the 'Notes') on the terms and subject to the conditions set forth in its Offer to Purchase and Consent Solicitation Statement, dated June 26, 2009, and the related Letter of Transmittal and Consent. CNLX Canada Inc. is also soliciting consents to certain proposed amendments to the indenture governing the Notes. The related Offer to Purchase and Consent Solicitation and Letter of Transmittal and Consent more fully set forth the terms of the tender offer and consent solicitation.
The tender offer will expire at 5.00 p.m., New York City time, on July 27, 2009, unless extended or earlier terminated by CNLX Canada Inc. (such time on such date, the 'Expiration Date'). CNLX Canada Inc. reserves the right to terminate, withdraw or amend the tender offer and consent solicitation at any time subject to applicable law.
The tender offer consideration being offered for the Notes accepted for purchase in the tender offer will be US$1,000 for each US$1,000 principal amount of Notes (plus accrued and unpaid interest to, but not including, the Settlement Date expected to be on or about July 28, 2009). In addition, holders who tender on or prior to 5.00 p.m., New York City time, on July 10, 2009 (such time on such date, the 'Consent Date') will receive an amount designated as a consent payment equal to US$2.50 per US$1,000 principal amount of Notes. Holders who tender Notes are required to consent to the proposed amendments to the indenture. Any tender of Notes prior to the Consent Date may be validly withdrawn and consents may be validly revoked at any time prior to the Consent Date, but not thereafter unless the tender offer and consent solicitation is terminated by CNLX Canada Inc. without any Notes being purchased. Holders who tender Notes after the Consent Date but prior to the Expiration Date will not receive any payment other than the principal amount of the Notes plus accrued and unpaid interest.
The obligation of CNLX Canada Inc.
