Canadian Pacific Railway Limited (CP) 10-Q24 Apr 192019 Q1 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2019	Apr. 22, 2019
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Trading Symbol	CP
Entity Registrant Name	CANADIAN PACIFIC RAILWAY LTD/CN
Entity Central Index Key	0000016875
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		139,824,714
Entity Emerging Growth Company	false
Entity Small Business	false

INTERIM CONSOLIDATED STATEMENTS

INTERIM CONSOLIDATED STATEMENTS OF INCOME (unaudited) - CAD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Revenues
Total revenues	$ 1,767	$ 1,662
Operating expenses
Compensation and benefits	406	374
Fuel	209	215
Materials	57	55
Equipment rents	35	33
Depreciation and amortization	160	170
Purchased services and other	357	275
Total operating expenses	1,224	1,122
Operating income	543	540
Less:
Other (income) expense	(47)	51
Other components of net periodic benefit recovery	(97)	(96)
Net interest expense	114	115
Income before income tax expense	573	470
Income tax expense	139	122
Net income	$ 434	$ 348
Earnings per share
Basic earnings per share	$ 3.10	$ 2.41
Diluted earnings per share	$ 3.09	$ 2.41
Weighted-average number of shares (millions)
Basic	140.1	144.4
Diluted	140.5	144.8
Dividends declared per share	$ 0.6500	$ 0.5625
Freight [Member]
Revenues
Total revenues	$ 1,726	$ 1,625
Non-Freight [Member]
Revenues
Total revenues	$ 41	$ 37

INTERIM CONSOLIDATED STATEMEN_2

INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Statement of Comprehensive Income [Abstract]
Net income	$ 434	$ 348
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	16	(20)
Change in derivatives designated as cash flow hedges	2	21
Change in pension and post-retirement defined benefit plans	20	29
Other comprehensive income (loss) before income taxes	38	30
Income tax (expense) recovery on above items	(22)	6
Other comprehensive income (loss)	16	36
Comprehensive income	$ 450	$ 384

INTERIM CONSOLIDATED BALANCE SH

INTERIM CONSOLIDATED BALANCE SHEETS AS AT (unaudited) - CAD ($) $ in Millions	Mar. 31, 2019	Jan. 01, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 352		$ 61
Accounts receivable, net	744		815
Materials and supplies	182		173
Other current assets	98		68
Total current assets	1,376		1,117
Investments	201		203
Properties	18,312	$ 18,406	18,418
Goodwill and intangible assets	198		202
Pension asset	1,352		1,243
Other assets	471	470	71
Total assets	21,910		21,254
Current liabilities
Accounts payable and accrued liabilities	1,312	1,507	1,449
Long-term debt maturing within one year	496		506
Total current liabilities	1,808		1,955
Pension and other benefit liabilities	714		718
Other long-term liabilities	598	574	237
Long-term debt	8,427		8,190
Deferred income taxes	3,549	3,515	3,518
Total liabilities	15,096		14,618
Shareholders’ equity
Share capital	1,997		2,002
Additional paid-in capital	46		42
Accumulated other comprehensive loss	(2,027)		(2,043)	$ (1,705)	$ (1,741)
Retained earnings	6,798	6,630	6,635
Total shareholders' equity	6,814	$ 6,631	6,636	$ 6,434	$ 6,437
Total liabilities and shareholders’ equity	$ 21,910		$ 21,254

INTERIM CONSOLIDATED STATEMEN_3

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Operating activities
Net income	$ 434	$ 348
Reconciliation of net income to cash provided by operating activities:
Depreciation and amortization	160	170
Deferred income taxes	38	41
Pension recovery and funding	(88)	(72)
Foreign exchange (gain) loss on debt and lease liabilities	(45)	49
Other operating activities, net	45	(21)
Change in non-cash working capital balances related to operations	(131)	(118)
Cash provided by operating activities	413	397
Investing activities
Additions to properties	(224)	(241)
Proceeds from sale of properties and other assets	6	4
Other investing activities	(1)	(1)
Cash used in investing activities	(219)	(238)
Financing activities
Dividends paid	(91)	(82)
Issuance of CP Common Shares	4	8
Purchase of CP Common Shares	(207)	(298)
Issuance of long-term debt, excluding commercial paper	397	0
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Cash (used in) provided by financing activities	98	(377)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	5
Cash position
Increase (decrease) in cash and cash equivalents	291	(213)
Cash and cash equivalents at beginning of period	61	338
Cash and cash equivalents at end of period	352	125
Supplemental disclosures of cash flow information:
Income taxes paid	149	104
Interest paid	$ 149	$ 143

INTERIM CONSOLIDATED STATEMEN_4

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited) - CAD ($) shares in Millions, $ in Millions	Total	Share capital [Member]	Additional paid-in capital [Member]	Accumulated other comprehensive loss [Member]	Retained earnings [Member]
Beginning balance (shares) at Dec. 31, 2017		144.9
Beginning balance at Dec. 31, 2017	$ 6,437	$ 2,032	$ 43	$ (1,741)	$ 6,103
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	348	0	0	0	348
Other comprehensive income	36	0	0	36	0
Dividends declared	(81)	0	0	0	(81)
Effect of stock-based compensation expense	(4)	$ 0	(4)	0	0
Common Shares repurchased (shares)		(1.3)
Common Shares repurchased	(318)	$ (20)	0	0	(298)
Shares issued under stock option plan (shares)		0.1
Shares issued under stock option plan	8	$ 10	(2)	0	0
Ending balance (shares) at Mar. 31, 2018		143.7
Ending balance at Mar. 31, 2018	6,434	$ 2,022	45	(1,705)	6,072
Beginning balance (shares) at Dec. 31, 2018		140.5
Beginning balance at Dec. 31, 2018	6,636	$ 2,002	42	(2,043)	6,635
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	434	0	0	0	434
Other comprehensive income	16	0	0	16	0
Dividends declared	(91)	0	0	0	(91)
Effect of stock-based compensation expense	(5)	$ 0	(5)	0	0
Common Shares repurchased (shares)		(0.7)
Common Shares repurchased	(185)	$ (10)	0	0	(175)
Shares issued under stock option plan (shares)		0
Shares issued under stock option plan	4	$ 5	(1)	0	0
Ending balance (shares) at Mar. 31, 2019		139.8
Ending balance at Mar. 31, 2019	$ 6,814	$ 1,997	$ 46	$ (2,027)	$ 6,798

Basis of Presentation

Basis of Presentation	3 Months Ended
Basis of Presentation	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2018 annual consolidated financial statements and notes included in CP's 2018 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2018 annual consolidated financial statements, except for the newly adopted accounting policy discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons.

Accounting Changes

Accounting Changes	3 Months Ended
Accounting Changes	Mar. 31, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Accounting Changes	Implemented in 2019 Leases On January 1, 2019, the Company adopted the new Accounting Standards Update ("ASU") 2016-02, issued by the Financial Accounting Standards Board ("FASB"), and all related amendments under FASB Accounting Standards Codification ("ASC") Topic 842, Leases. Using the cumulative-effect adjustment transition approach, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Accordingly, comparative financial information has not been restated and continues to be reported under the accounting standards in effect for those periods. In January 2019, the Company adapted existing internal controls and implemented a lease management system to assist in delivering the required accounting changes. To facilitate the transition, the Company made policy choices to utilize available practical expedients provided by the new standard, including the: • Acceptance of the package of practical expedients, permitting the Company not to reassess lease existence, classification, and capitalization of initial direct costs previously determined for all leases under Topic 840, Leases; • Acceptance of the previous accounting treatment for land easements where Topic 840 was not applied; and • Use of hindsight at transition to determine lease term length. Finance leases were transitioned with no significant changes to existing balances. Operating leases with fixed terms and in-substance fixed terms were transitioned by recognizing both an operating lease liability and right-of-use ("ROU") asset. Operating lease liabilities and ROU assets were calculated at the present value of remaining lease payments using the Company’s incremental borrowing interest rate as at January 1, 2019. ROU assets were further modified to include previously accrued balances for prepayments and initial direct costs, but reduced for accrued lease incentives. The Company did not recognize operating lease liabilities or ROU assets for leases requiring variable payment not dependent on an index or rate, or short term leases with a term of 12 months or less. The standard had a material impact on the Company's Interim Consolidated Balance Sheets, but did not have a significant impact on its Interim Consolidated Statements of Income. The most significant impact was the recognition of operating lease ROU assets and operating lease liabilities, while the Company's accounting of finance leases remained substantially unchanged. The impact of the adoption of ASC 842 as at January 1, 2019 is as follows: (in millions of Canadian dollars) As reported New lease standard As restated Assets Properties $ 18,418 $ (12 ) $ 18,406 Other assets 71 399 470 Liabilities Accounts payable and accrued liabilities $ 1,449 $ 58 $ 1,507 Other long-term liabilities 237 337 574 Deferred income taxes 3,518 (3 ) 3,515 Shareholders' equity Retained earnings $ 6,635 $ (5 ) $ 6,630

Revenue Recognition

Revenue Recognition	3 Months Ended
Revenue Recognition	Mar. 31, 2019
Revenue from Contract with Customer [Abstract]
Revenue Recognition	The following table disaggregates the Company’s revenues from contracts with customers by major source: For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Freight Grain $ 380 $ 357 Coal 158 151 Potash 114 112 Fertilizers and sulphur 57 61 Forest products 73 66 Energy, chemicals and plastics 315 257 Metals, minerals, and consumer products 173 183 Automotive 76 71 Intermodal 380 367 Total freight revenues 1,726 1,625 Non-freight excluding leasing revenues 26 23 Revenues from contracts with customers 1,752 1,648 Leasing revenues 15 14 Total revenues $ 1,767 $ 1,662 Contract liabilities For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Balance at January 1 $ 2 $ 2 Balance at March 31 $ 73 $ 2 Contract liabilities represent payments received for performance obligations not yet satisfied and relate to deferred revenue and are presented as components of Accounts payable and accrued liabilities and Other long-term liabilities on the Company's Interim Consolidated Balance Sheets. Revenue recognized during the three months ended March 31, 2019 included in contract liabilities at the beginning of the period was $2 million ( March 31, 2018 - $2 million ). Increases in contract liabilities arising from cash received net of amounts recognized as revenue on satisfaction of performance obligations, was $71 million

Changes in Accumulated Other Co

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component	3 Months Ended
	Mar. 31, 2019
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	For the three months ended March 31 (in millions of Canadian dollars) Foreign currency net of hedging activities (1) Derivatives and (1) Pension and post- (1) Total (1) Opening balance, January 1, 2019 $ 113 $ (62 ) $ (2,094 ) $ (2,043 ) Other comprehensive loss before reclassifications — (1 ) (1 ) (2 ) Amounts reclassified from accumulated other comprehensive loss — 2 16 18 Net other comprehensive income — 1 15 16 Closing balance, March 31, 2019 $ 113 $ (61 ) $ (2,079 ) $ (2,027 ) Opening balance, January 1, 2018 $ 109 $ (89 ) $ (1,761 ) $ (1,741 ) Other comprehensive income (loss) before reclassifications — 13 (1 ) 12 Amounts reclassified from accumulated other comprehensive loss — 2 22 24 Net other comprehensive income — 15 21 36 Closing balance, March 31, 2018 $ 109 $ (74 ) $ (1,740 ) $ (1,705 ) (1) Amounts are presented net of tax. Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Amortization of prior service costs (1) $ — $ (1 ) Recognition of net actuarial loss (1) 21 30 Total before income tax 21 29 Income tax recovery (5 ) (7 ) Total net of income tax $ 16 $ 22 (1) Impacts " Other components of net periodic benefit recovery

Other (Income) Expense

Other (Income) Expense	3 Months Ended
Other (Income) Expense	Mar. 31, 2019
Other Income and Expenses [Abstract]
Other Income and Expenses	For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Foreign exchange (gain) loss on debt and lease liabilities $ (45 ) $ 49 Other foreign exchange gains (3 ) (1 ) Other 1 3 Other (income) expense $ (47 ) $ 51

Income Taxes

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Current income tax expense $ 101 $ 81 Deferred income tax expense 38 41 Income tax expense $ 139 $ 122 The effective tax rates for the three months ended March 31, 2019 was 24.24% , compared to 25.92% for the same period in 2018 . For the three months ended March 31, 2019 , the effective tax rate excluding the discrete item of the foreign exchange ("FX") gain of $45 million on debt and lease liabilities, was 25.75% . For the three months ended March 31, 2018 , the effective tax rate excluding the discrete items of the FX loss of $49 million on the Company's U.S. dollar-denominated debt was 24.75%

Earnings Per Share

Earnings Per Share	3 Months Ended
Earnings Per Share	Mar. 31, 2019
Earnings Per Share [Abstract]
Earnings Per Share	At March 31, 2019 , the number of shares outstanding was 139.8 million ( March 31, 2018 - 143.7 million ). Basic earnings per share have been calculated using net income for the period divided by the weighted-average number of shares outstanding during the period. The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended March 31 (in millions) 2019 2018 Weighted-average basic shares outstanding 140.1 144.4 Dilutive effect of stock options 0.4 0.4 Weighted-average diluted shares outstanding 140.5 144.8 For the three months ended March 31, 2019 , there were 0.2 million options excluded from the computation of diluted earnings per share because their effects were not dilutive ( three months ended March 31, 2018 - 0.2 million

Debt

Debt	3 Months Ended
Debt	Mar. 31, 2019
Debt Disclosure [Abstract]
Debt	Issuance of long-term debt During the first quarter of 2019, the Company issued $400 million 3.150% 10 -year notes due March 13, 2029 for net proceeds of $397 million

Leases

Leases	3 Months Ended
Leases	Mar. 31, 2019
Leases [Abstract]
Leases of Lessee Disclosure [Text Block]	The Company has operating leases for rolling stock, buildings, vehicles, railway equipment, and roadway machines, and finance leases for rolling stock. CP has entered into rolling stock leases that are fully variable or contain both fixed and variable components. Variable components are dependent on the hours and miles that the underlying equipment has been used. Fixed term, short-term, and variable operating lease costs are recorded in Equipment rents and Purchased services and other on the Company's Interim Consolidated Income Statements. Components of finance lease costs are recorded in Depreciation and amortization and Net interest expense on the Company's Interim Consolidated Income Statements. The Company determines lease existence and classification at the lease inception date. Leases are identified when an agreement conveys the right to control identified property for a period of time in exchange for consideration. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating leases are included in Other assets, Accounts payable and accrued liabilities, and Other long-term liabilities on the Company's Interim Consolidated Balance Sheets. Finance leases are included in Properties, Long-term debt maturing within one year, and Long-term debt on the Company's Interim Consolidated Balance Sheets. Operating and finance lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Lease payments include fixed and variable payments that are based on an index or a rate. As most of the Company's leases do not provide a readily determinable implicit interest rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Operating and finance lease ROU assets also include lease prepayments and initial direct costs, but are reduced by lease incentives. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise these options. The Company’s leases have remaining terms from one to 12 years , some of which include options to extend for up to an additional 10 years and some of which include options to terminate within one year . The Company has short-term operating leases with terms of 12 months or less, some of which include options to purchase that the Company is not reasonably certain to exercise. The Company has elected to apply the recognition exemption and, as such, accounts for leases with a term of 12 months or less off-balance sheet. Therefore, lease payments on these short-term operating leases are not included in operating lease ROU assets and liabilities, but are recognized as an expense in the Company's Consolidated Statements of Income on a straight-line basis over the term of the lease. Further, the Company has elected to combine lease and non-lease components for all leases, except for leases of roadway machines. Residual value guarantees are provided on certain rolling stock and vehicle operating leases. Cumulatively, these guarantees are limited to $2 million and are not included in lease liabilities as it is not currently probable that any amounts will be owed under these residual value guarantees. The components of lease expense are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 Operating lease cost $ 22 Short-term lease cost 1 Variable lease cost 1 Finance Lease Cost Amortization of right-of use-assets 2 Interest on lease liabilities 3 Total lease costs $ 29 Supplemental balance sheet information related to leases is as follows: As at March 31 (in millions of Canadian dollars) 2019 Operating Leases Other assets $ 394 Accounts payable and accrued liabilities 71 Other long-term liabilities 315 Finance Leases Properties, net book value $ 179 Long-term debt maturing within one year 5 Long-term debt 150 Weighted Average Remaining Lease Term Operating leases 8 years Finance leases 5 years Weighted Average Discount Rate Operating leases 3.50 % Finance leases 7.12 % Supplemental information related to leases is as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases $ 28 Operating cash flows from finance leases 3 Financing cash flows from finance leases 1 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 9 Maturities of lease liabilities are as follows: As at March 31, 2019 (in millions of Canadian dollars) Finance Leases Operating Leases 2019 $ 6 $ 67 2020 9 70 2021 9 55 2022 111 48 2023 9 49 Thereafter 30 154 Total lease payments $ 174 $ 443 Less: Imputed interest 19 57 Present value of lease payments $ 155 $ 386

Shareholders' Equity

Shareholders' Equity	3 Months Ended
Shareholders' Equity	Mar. 31, 2019
Equity [Abstract]
Shareholders' Equity	On October 19, 2018, the Company announced a new normal course issuer bid ("NCIB"), commencing October 24, 2018, to purchase up to 5.68 million of its Common Shares in the open market for cancellation before October 23, 2019 . As at March 31, 2019 , the Company had purchased 2.89 million Common Shares for $753 million under this NCIB program. On May 10, 2017, the Company announced a new NCIB, commencing May 15, 2017, to purchase up to 4.38 million Common Shares for cancellation before May 14, 2018 . The Company completed this NCIB on May 10, 2018. All purchases were made in accordance with the NCIB at prevalent market prices plus brokerage fees, or such other prices that were permitted by the Toronto Stock Exchange, with consideration allocated to share capital up to the average carrying amount of the shares, and any excess allocated to retained earnings. The following table describes activities under the share repurchase program: For the three months ended March 31 2019 2018 Number of Common Shares repurchased (1) 707,678 1,435,700 Weighted-average price per share (2) $ 261.73 $ 221.76 Amount of repurchase (in millions) (2) $ 185 $ 318 (1) Includes shares repurchased but not yet canceled at quarter end. (2)

Financial Instruments

Financial Instruments	3 Months Ended
Financial Instruments	Mar. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Financial Instruments	A. Fair values of financial instruments The Company categorizes its financial assets and liabilities measured at fair value into a three-level hierarchy established by GAAP that prioritizes those inputs to valuation techniques used to measure fair value based on the degree to which they are observable. The three levels of the fair value hierarchy are as follows: Level 1 inputs are quoted prices in active markets for identical assets and liabilities; Level 2 inputs, other than quoted prices included within Level 1, are observable for the asset or liability either directly or indirectly; and Level 3 inputs are not observable in the market. When possible, the estimated fair value is based on quoted market prices and, if not available, it is based on estimates from third party brokers. For non-exchange-traded derivatives classified in Level 2, the Company uses standard valuation techniques to calculate fair value. Primary inputs to these techniques include observable market prices (interest, FX and commodity) and volatility, depending on the type of derivative and the nature of the underlying risk. The Company uses inputs and data used by willing market participants when valuing derivatives and considers its own credit default swap spread as well as those of its counterparties in its determination of fair value. All derivatives and long-term debt are classified as Level 2. The carrying values of financial instruments equal or approximate their fair values with the exception of long-term debt: (in millions of Canadian dollars) March 31, 2019 December 31, 2018 Long-term debt (including current maturities): Fair value $ 10,175 $ 9,639 Carrying value 8,923 8,696 The estimated fair value of current and long-term borrowings has been determined based on market information where available, or by discounting future payments of principal and interest at estimated interest rates expected to be available to the Company at period end. B. Financial risk management Derivative financial instruments Derivative financial instruments may be used to selectively reduce volatility associated with fluctuations in interest rates, FX rates, the price of fuel and stock-based compensation expense. Where derivatives are designated as hedging instruments, the relationship between the hedging instruments and their associated hedged items is documented, as well as the risk management objective and strategy for the use of the hedging instruments. This documentation includes linking the derivatives that are designated as fair value or cash flow hedges to specific assets or liabilities on the Company's Interim Consolidated Balance Sheets, commitments or forecasted transactions. At the time a derivative contract is entered into and at least quarterly thereafter, an assessment is made as to whether the derivative item is effective in offsetting the changes in fair value or cash flows of the hedged items. The derivative qualifies for hedge accounting treatment if it is effective in substantially mitigating the risk it was designed to address. It is not the Company’s intent to use financial derivatives or commodity instruments for trading or speculative purposes. FX management The Company conducts business transactions and owns assets in both Canada and the United States. As a result, the Company is exposed to fluctuations in the value of financial commitments, assets, liabilities, income or cash flows due to changes in FX rates. The Company may enter into FX risk management transactions primarily to manage fluctuations in the exchange rate between Canadian and U.S. currencies. FX exposure is primarily mitigated through natural offsets created by revenues, expenditures and balance sheet positions incurred in the same currency. Where appropriate, the Company may negotiate with customers and suppliers to reduce the net exposure. Net investment hedge The FX gains and losses on long-term debt are mainly unrealized and can only be realized when U.S. dollar-denominated long-term debt matures or is settled. The Company also has long-term FX exposure on its investment in U.S. affiliates. The majority of the Company’s U.S. dollar-denominated long-term debt has been designated as a hedge of the net investment in foreign subsidiaries. This designation has the effect of mitigating volatility on Net income by offsetting long-term FX gains and losses on U.S. dollar-denominated long-term debt and gains and losses on its net investment. The effect of the net investment hedge recognized in “Other comprehensive income” for the three months ended March 31, 2019 was an unrealized FX gain of $120 million ( three months ended March 31, 2018 - unrealized FX loss of $151 million ). Interest rate management The Company is exposed to interest rate risk, which is the risk that the fair value or future cash flows of a financial instrument will vary as a result of changes in market interest rates. In order to manage funding needs or capital structure goals, the Company enters into debt or capital lease agreements that are subject to either fixed market interest rates set at the time of issue or floating rates determined by ongoing market conditions. Debt subject to variable interest rates exposes the Company to variability in interest expense, while debt subject to fixed interest rates exposes the Company to variability in the fair value of debt. To manage interest rate exposure, the Company accesses diverse sources of financing and manages borrowings in line with a targeted range of capital structure, debt ratings, liquidity needs, maturity schedule, and currency and interest rate profiles. In anticipation of future debt issuances, the Company may enter into forward rate agreements, that are designated as cash flow hedges, to substantially lock in all or a portion of the effective future interest expense. The Company may also enter into swap agreements, designated as fair value hedges, to manage the mix of fixed and floating rate debt. Forward starting swaps During the second quarter of 2018, the Company settled a notional U.S. $500 million of forward starting swaps related to the U.S. $500 million 4.000% 10 -year Notes issued in the same period. The fair value of these derivative instruments at the time of settlement was a loss of U.S. $19 million ( $24 million ). The changes in fair value from the forward starting swaps for the three months ended March 31, 2019 was $ nil ( three months ended March 31, 2018 - gain of $19 million ). This was recorded in "Accumulated other comprehensive loss”, net of tax, and is being reclassified to "Net interest expense" on the Interim Consolidated Statements of Income until the underlying hedged notes are repaid. For the three months ended March 31, 2019 , a net loss of $2 million related to settled forward starting swap hedges has been amortized to “Net interest expense” ( three months ended March 31, 2018 - a net loss of $3 million ). The Company expects that during the next twelve months, an additional $9 million

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
Stock-Based Compensation	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	At March 31, 2019 , the Company had several stock-based compensation plans, including stock option plans, various cash settled liability plans and an employee share purchase plan. These plans resulted in an expense for the three months ended March 31, 2019 of $34 million ( three months ended March 31, 2018 - an expense of $14 million ). Stock option plan In the three months ended March 31, 2019 , under CP’s stock option plans, the Company issued 215,537 options at the weighted-average price of $271.84 per share, based on the closing price on the grant date. Pursuant to the employee plan, these options may be exercised upon vesting, which is between 12 months and 48 months after the grant date, and will expire after seven years . Under the fair value method, the fair value of the stock options at the grant date was approximately $14 million . The weighted-average fair value assumptions were approximately: For the three months ended March 31, 2019 Grant price $271.84 Expected option life (years) (1) 5.00 Risk-free interest rate (2) 2.24% Expected stock price volatility (3) 25.05% Expected annual dividends per share (4) $2.6000 Expected forfeiture rate (5) 6.00% Weighted-average grant date fair value per option granted during the period $63.65 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour or, when available, specific expectations regarding future exercise behaviour was used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent term commensurate with the expected term of the option. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. (5) The Company estimated forfeitures based on past experience. This rate is monitored on a periodic basis. Performance share unit plan In the three months ended March 31, 2019 , the Company issued 128,010 PSUs with a grant date fair value of approximately $34 million . These units attract dividend equivalents in the form of additional units based on the dividends paid on the Company’s Common Shares. PSUs vest and are settled in cash or in CP Common Shares, approximately three years after the grant date, contingent upon CP’s performance ("performance factor"). The fair value of these PSUs is measured periodically until settlement, using either a lattice-based valuation model or a Monte Carlo simulation model. The performance period for 127,431 PSUs issued in the three months ended March 31, 2019 is January 1, 2019 to December 31, 2021, and the performance factors for these PSUs are Return on Invested Capital ("ROIC"), Total Shareholder Return ("TSR") compared to the S&P/TSX 60 Index, and TSR compared to Class I Railways. The performance factors for the remaining 579 PSUs are annual revenue for the fiscal year 2020, diluted EPS for the fiscal year 2020, and share price appreciation. The performance period for the PSUs issued in 2016 was January 1, 2016 to December 31, 2018. The performance factors for these PSUs were Operating Ratio, ROIC, TSR compared to the S&P/TSX 60 index, and TSR compared to Class I railways. The resulting payout was 177% of the outstanding units multiplied by the Company's average share price that was calculated using the last 30 trading days preceding December 31, 2018 . In the first quarter of 2019, payouts occurred on the total outstanding awards, including dividends reinvested, totaling $54 million on 117,228 outstanding awards. Deferred share unit plan In the three months ended March 31, 2019 , the Company granted 13,179 DSUs with a grant date fair value of approximately $3 million . DSUs vest over various periods of up to 48 months

Pensions and Other Benefits

Pensions and Other Benefits	3 Months Ended
Pensions and Other Benefits	Mar. 31, 2019
Retirement Benefits [Abstract]
Pensions and Other Benefits	In the three months ended March 31, 2019 , the Company made contributions of $11 million (three months ended March 31, 2018 - $1 million , which is net of a $10 million refund of plan surplus) to its defined benefit pension plans. Net periodic benefit costs for defined benefit pension plans and other benefits recognized in the three months ended March 31, 2019 and 2018 included the following components: For the three months ended March 31 Pensions Other benefits (in millions of Canadian dollars) 2019 2018 2019 2018 Current service cost (benefits earned by employees) $ 27 $ 30 $ 3 $ 3 Other components of net periodic benefit (recovery) cost: Interest cost on benefit obligation 112 110 5 4 Expected return on fund assets (237 ) (239 ) — — Recognized net actuarial loss 21 29 2 1 Amortization of prior service costs — (1 ) — — Total other components of net periodic benefit (recovery) cost (104 ) (101 ) 7 5 Net periodic benefit (recovery) cost $ (77 ) $ (71 ) $ 10 $ 8

Contingencies

Contingencies	3 Months Ended
Contingencies	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Contingencies	In the normal course of its operations, the Company becomes involved in various legal actions, including claims relating to injuries and damage to property. The Company maintains provisions it considers to be adequate for such actions. While the final outcome with respect to actions outstanding or pending at March 31, 2019 cannot be predicted with certainty, it is the opinion of management that their resolution will not have a material adverse effect on the Company’s financial position or results of operations. Legal proceedings related to Lac-Mégantic rail accident On July 6, 2013, a train carrying petroleum crude oil operated by Montreal Maine and Atlantic Railway (“MMAR”) or a subsidiary, Montreal Maine & Atlantic Canada Co. (“MMAC” and collectively the “MMA Group”), derailed in Lac-Mégantic, Québec. The derailment occurred on a section of railway owned and operated by the MMA Group. The previous day, CP had interchanged the train to the MMA Group, and after the interchange, the MMA Group exclusively controlled the train. In the wake of the derailment, MMAC sought court protection in Canada under the Companies’ Creditors Arrangement Act, R.S.C. , 1985, c. C-36 and MMAR filed for bankruptcy in the United States. Plans of arrangement have been approved in both Canada and the U.S. (the “Plans”). These Plans provide for the distribution of a fund of approximately $440 million amongst those claiming derailment damages. A number of legal proceedings, set out below, were commenced after the derailment in Canada and/or in the U.S. against CP and others: (1) Québec's Minister of Sustainable Development, Environment, Wildlife and Parks (the "Minister") ordered various parties, including CP, to clean up the derailment site (the “Cleanup Order”). CP appealed the Cleanup Order to the Administrative Tribunal of Québec (the “TAQ”). The Minister subsequently served a Notice of Claim seeking $95 million for compensation spent on cleanup. CP filed a contestation of the Notice of Claim with the TAQ (the “TAQ Proceeding”). CP and the Minister agreed to stay the TAQ Proceedings pending the outcome of the Province of Québec's action, described in item #2 below. (2) Québec’s Attorney General sued CP in the Québec Superior Court initially claiming $409 million in damages, which claim was amended and reduced to $315 million (the “Province’s Action”). The Province’s Action alleges that CP exercised custody or control over the petroleum crude oil until its delivery to Irving Oil and was negligent in that custody and control. The province alleges that CP is jointly and severally liable with third parties responsible for the derailment and vicariously liable for the acts and omissions of MMAC. (3) A class action in the Québec Superior Court on behalf of persons and entities residing in, owning or leasing property in, operating a business in or physically present in Lac-Mégantic at the time of the derailment (the “Class Action”) was certified against CP, MMAC and the train conductor, Mr. Thomas Harding ("Harding"). The Class Action seeks unquantified damages, including for wrongful death, personal injury, and property damage arising from the derailment. All known wrongful death claimants in the Class Action have opted out and, by court order, cannot re-join the Class Action. (4) Eight subrogated insurers sued CP in the Québec Superior Court initially claiming approximately $16 million in damages, which claim was amended and reduced to $14 million (the “Promutuel Action”) and two additional subrogated insurers sued CP in the Québec Superior Court claiming approximately $3 million in damages (the “Royal Action”). Both Actions contain essentially the same allegations as the Province’s Action. The lawsuits do not identify the parties to which the insurers are subrogated, and therefore the extent to which these claims overlap with the proof of claims process under the Plans is difficult to determine at this stage. The Royal Action has been stayed pending the determination of the consolidated proceedings described below. The Province’s Action, the Class Action and the Promutuel Action have been consolidated and will proceed together through the litigation process in the Québec Superior Court. While each Action will remain a separate legal proceeding, there will be a trial to determine liability issues commencing mid-September 2020, and subsequently, if necessary, a trial to determine damages issues. (5) Forty-eight plaintiffs (all individual claims joined in one action) sued CP, MMAC and Harding in the Québec Superior Court claiming approximately $5 million in damages for economic loss and pain and suffering. These plaintiffs assert essentially the same allegations as those contained in the Class Action and the Province’s Action against CP. The plaintiffs assert they have opted-out of the Class Action. All but two of the plaintiffs were plaintiffs in litigation against CP, described in paragraph 7 below, that originated in the U.S. who either withdrew their claims or had their case dismissed in the U.S. (6) An adversary proceeding commenced against CP in November 2014 in the Maine Bankruptcy Court by the MMAR U.S. estate representative (“Estate Representative”) accuses CP of failing to abide by certain regulations (the “Adversary Proceeding”). The Estate Representative alleges that CP knew or ought to have known that the shipper had misclassified the petroleum crude oil and therefore should have refused to transport it. The Estate Representative seeks damages for MMAR’s business value (as yet unquantified) allegedly destroyed by the derailment. (7) A class action and mass tort action on behalf of Lac-Mégantic residents and wrongful death representatives commenced in Texas in June 2015 and wrongful death and personal injury actions commenced in Illinois and Maine in June 2015 against CP were all removed and subsequently transferred and consolidated in Federal District Court in Maine (the “Maine Actions”). The Maine Actions allege that CP negligently misclassified and mis-packaged the petroleum crude oil being shipped. On CP’s motion, the Maine Actions were dismissed by the Court on several grounds. The plaintiffs are appealing the dismissal decision. (8) The Trustee (the “WD Trustee”) for the wrongful death trust (the “WD Trust”), as defined and established by the Estate Representative under the Plans, asserts Carmack Amendment claims against CP in North Dakota federal court (the “Carmack Claims”). The WD Trustee seeks to recover approximately $6 million for damaged rail cars and lost crude and recover the settlement amounts the consignor and the consignee paid to the bankruptcy estates, alleged to be $110 million and $60 million , respectively. On CP’s motion, the District Court in North Dakota dismissed the Carmack Claims on timeliness grounds. The WD Trustee appealed this decision to the Eighth Circuit Court of Appeals ("8CCA"), who reversed that decision and remanded the matter back to the District Court. CP sought reconsideration by the 8CCA, but the 8CCA denied rehearing. CP filed a petition for judicial review of this decision to the Supreme Court on February 13, 2019. The WD Trustee’s response is due April 24, 2019. This petition is pending. Failing this judicial review, CP will seek dismissal of the Carmack Claims on various other grounds. At this stage of the proceedings, any potential responsibility and the quantum of potential losses cannot be determined. Nevertheless, CP denies liability and is vigorously defending the above noted proceedings. Environmental liabilities Environmental remediation accruals, recorded on an undiscounted basis unless a reliable, determinable estimate as to an amount and timing of costs can be established, cover site-specific remediation programs. The accruals for environmental remediation represent CP’s best estimate of its probable future obligation and include both asserted and unasserted claims, without reduction for anticipated recoveries from third parties. Although the recorded accruals include CP’s best estimate of all probable costs, CP’s total environmental remediation costs cannot be predicted with certainty. Accruals for environmental remediation may change from time to time as new information about previously untested sites becomes known, and as environmental laws and regulations evolve and advances are made in environmental remediation technology. The accruals may also vary as the courts decide legal proceedings against outside parties responsible for contamination. These potential charges, which cannot be quantified at this time, may materially affect income in the particular period in which a charge is recognized. Costs related to existing, but as yet unknown, or future contamination will be accrued in the period in which they become probable and reasonably estimable. The expense included in “Purchased services and other” for the three months ended March 31, 2019 was $1 million ( three months ended March 31, 2018 - $1 million ). Provisions for environmental remediation costs are recorded in “Other long-term liabilities”, except for the current portion which is recorded in “Accounts payable and accrued liabilities”. The total amount provided at March 31, 2019 was $81 million ( December 31, 2018 - $82 million ). Payments are expected to be made over 10 years

Condensed Consolidating Financi

Condensed Consolidating Financial Information	3 Months Ended
Condensed Consolidating Financial Information	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Condensed Consolidating Financial Information	Canadian Pacific Railway Company, a 100%-owned subsidiary of Canadian Pacific Railway Limited (“CPRL”), is the issuer of certain debt securities, which are fully and unconditionally guaranteed by CPRL. The following tables present condensed consolidating financial information (“CCFI”) in accordance with Rule 3-10(c) of Regulation S-X. Investments in subsidiaries are accounted for under the equity method when presenting the CCFI. For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,244 $ 482 $ — $ 1,726 Non-freight — 29 114 (102 ) 41 Total revenues — 1,273 596 (102 ) 1,767 Operating expenses Compensation and benefits — 274 130 2 406 Fuel — 165 44 — 209 Materials — 38 15 4 57 Equipment rents — 33 2 — 35 Depreciation and amortization — 96 64 — 160 Purchased services and other — 278 187 (108 ) 357 Total operating expenses — 884 442 (102 ) 1,224 Operating income — 389 154 — 543 Less: Other (income) expense (5 ) (43 ) 1 — (47 ) Other components of net periodic benefit (recovery) expense — (98 ) 1 — (97 ) Net interest (income) expense (1 ) 122 (7 ) — 114 Income before income tax expense and equity in net earnings of subsidiaries 6 408 159 — 573 Less: Income tax expense — 104 35 — 139 Add: Equity in net earnings of subsidiaries 428 124 — (552 ) — Net income $ 434 $ 428 $ 124 $ (552 ) $ 434 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,155 $ 470 $ — $ 1,625 Non-freight — 27 89 (79 ) 37 Total revenues — 1,182 559 (79 ) 1,662 Operating expenses Compensation and benefits — 257 115 2 374 Fuel — 168 47 — 215 Materials — 35 15 5 55 Equipment rents — 31 2 — 33 Depreciation and amortization — 104 66 — 170 Purchased services and other — 218 143 (86 ) 275 Total operating expenses — 813 388 (79 ) 1,122 Operating income — 369 171 — 540 Less: Other expense (income) 6 48 (3 ) — 51 Other components of net periodic benefit recovery — (96 ) — — (96 ) Net interest expense (income) 8 114 (7 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (14 ) 303 181 — 470 Less: Income tax expense — 86 36 — 122 Add: Equity in net earnings of subsidiaries 362 145 — (507 ) — Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 434 $ 428 $ 124 $ (552 ) $ 434 Net gain (loss) in foreign currency translation adjustments, net of hedging activities — 120 (104 ) — 16 Change in derivatives designated as cash flow — 2 — — 2 Change in pension and post-retirement defined — 19 1 — 20 Other comprehensive income (loss) before income taxes — 141 (103 ) — 38 Income tax expense on above items — (22 ) — — (22 ) Equity accounted investments 16 (103 ) — 87 — Other comprehensive income (loss) 16 16 (103 ) 87 16 Comprehensive income $ 450 $ 444 $ 21 $ (465 ) $ 450 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 Net (loss) gain in foreign currency translation adjustments, net of hedging activities — (150 ) 130 — (20 ) Change in derivatives designated as cash flow — 21 — — 21 Change in pension and post-retirement defined — 28 1 — 29 Other comprehensive (loss) income before income taxes — (101 ) 131 — 30 Income tax recovery on above items — 6 — — 6 Equity accounted investments 36 131 — (167 ) — Other comprehensive income 36 36 131 (167 ) 36 Comprehensive income $ 384 $ 398 $ 276 $ (674 ) $ 384 As at March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 226 $ 126 $ — $ 352 Accounts receivable, net — 562 182 — 744 Accounts receivable, intercompany 131 166 207 (504 ) — Short-term advances to affiliates — 1,205 4,681 (5,886 ) — Materials and supplies — 145 37 — 182 Other current assets — 78 20 — 98 131 2,382 5,253 (6,390 ) 1,376 Long-term advances to affiliates 1,090 5 91 (1,186 ) — Investments — 26 175 — 201 Investments in subsidiaries 11,195 12,032 — (23,227 ) — Properties — 9,592 8,720 — 18,312 Goodwill and intangible assets — — 198 — 198 Pension asset — 1,352 — — 1,352 Other assets — 141 330 — 471 Deferred income taxes 6 — — (6 ) — Total assets $ 12,422 $ 25,530 $ 14,767 $ (30,809 ) $ 21,910 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 93 $ 864 $ 355 $ — $ 1,312 Accounts payable, intercompany 3 335 166 (504 ) — Short-term advances from affiliates 5,512 370 4 (5,886 ) — Long-term debt maturing within one year — 496 — — 496 5,608 2,065 525 (6,390 ) 1,808 Pension and other benefit liabilities — 637 77 — 714 Long-term advances from affiliates — 1,180 6 (1,186 ) — Other long-term liabilities — 229 369 — 598 Long-term debt — 8,373 54 — 8,427 Deferred income taxes — 1,851 1,704 (6 ) 3,549 Total liabilities 5,608 14,335 2,735 (7,582 ) 15,096 Shareholders’ equity Share capital 1,997 537 5,946 (6,483 ) 1,997 Additional paid-in capital 46 1,663 94 (1,757 ) 46 Accumulated other comprehensive (loss) income (2,027 ) (2,027 ) 736 1,291 (2,027 ) Retained earnings 6,798 11,022 5,256 (16,278 ) 6,798 6,814 11,195 12,032 (23,227 ) 6,814 Total liabilities and shareholders’ equity $ 12,422 $ 25,530 $ 14,767 $ (30,809 ) $ 21,910 As at December 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 42 $ 19 $ — $ 61 Accounts receivable, net — 629 186 — 815 Accounts receivable, intercompany 125 167 224 (516 ) — Short-term advances to affiliates — 1,602 4,651 (6,253 ) — Materials and supplies — 136 37 — 173 Other current assets — 39 29 — 68 125 2,615 5,146 (6,769 ) 1,117 Long-term advances to affiliates 1,090 5 93 (1,188 ) — Investments — 24 179 — 203 Investments in subsidiaries 11,443 12,003 — (23,446 ) — Properties — 9,579 8,839 — 18,418 Goodwill and intangible assets — — 202 — 202 Pension asset — 1,243 — — 1,243 Other assets — 57 14 — 71 Deferred income taxes 6 — — (6 ) — Total assets $ 12,664 $ 25,526 $ 14,473 $ (31,409 ) $ 21,254 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 115 $ 1,017 $ 317 $ — $ 1,449 Accounts payable, intercompany 4 344 168 (516 ) — Short-term advances from affiliates 5,909 341 3 (6,253 ) — Long-term debt maturing within one year — 506 — — 506 6,028 2,208 488 (6,769 ) 1,955 Pension and other benefit liabilities — 639 79 — 718 Long-term advances from affiliates — 1,182 6 (1,188 ) — Other long-term liabilities — 120 117 — 237 Long-term debt — 8,135 55 — 8,190 Deferred income taxes — 1,799 1,725 (6 ) 3,518 Total liabilities 6,028 14,083 2,470 (7,963 ) 14,618 Shareholders’ equity Share capital 2,002 538 5,946 (6,484 ) 2,002 Additional paid-in capital 42 1,656 92 (1,748 ) 42 Accumulated other comprehensive (loss) income (2,043 ) (2,043 ) 839 1,204 (2,043 ) Retained earnings 6,635 11,292 5,126 (16,418 ) 6,635 6,636 11,443 12,003 (23,446 ) 6,636 Total liabilities and shareholders’ equity $ 12,664 $ 25,526 $ 14,473 $ (31,409 ) $ 21,254 For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 687 $ 198 $ 219 $ (691 ) $ 413 Investing activities Additions to properties — (141 ) (83 ) — (224 ) Proceeds from sale of properties and other assets — 4 2 — 6 Advances to affiliates — (250 ) (30 ) 280 — Repayment of advances to affiliates — 643 — (643 ) — Other — — (1 ) — (1 ) Cash provided by (used in) investing activities — 256 (112 ) (363 ) (219 ) Financing activities Dividends paid (91 ) (691 ) — 691 (91 ) Issuance of CP Common Shares 4 — — — 4 Purchase of CP Common Shares (207 ) — — — (207 ) Issuance of long-term debt, excluding commercial paper — 397 — — 397 Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 250 30 — (280 ) — Repayment of advances from affiliates (643 ) — — 643 — Cash (used in) provided by financing activities (687 ) (269 ) — 1,054 98 Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position Increase in cash and cash equivalents — 184 107 — 291 Cash and cash equivalents at beginning of period — 42 19 — 61 Cash and cash equivalents at end of period $ — $ 226 $ 126 $ — $ 352 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 65 $ 392 $ 135 $ (195 ) $ 397 Investing activities Additions to properties — (122 ) (119 ) — (241 ) Proceeds from sale of properties and other assets — 3 1 — 4 Advances to affiliates — (307 ) — 307 — Repayment of advances to affiliates — — 502 (502 ) — Repurchase of share capital from affiliates — 423 — (423 ) — Other — — (1 ) — (1 ) Cash (used in) provided by investing activities — (3 ) 383 (618 ) (238 ) Financing activities Dividends paid (82 ) (82 ) (113 ) 195 (82 ) Return of share capital to affiliates — (423 ) 423 — Issuance of CP Common Shares 8 — — — 8 Purchase of CP Common Shares (298 ) — — — (298 ) Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 307 — — (307 ) — Repayment of advances from affiliates — (502 ) — 502 — Cash used in financing activities (65 ) (589 ) (536 ) 813 (377 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — 2 3 — 5 Cash position Decrease in cash and cash equivalents — (198 ) (15 ) — (213 ) Cash and cash equivalents at beginning of period — 241 97 — 338 Cash and cash equivalents at end of period $ — $ 43 $ 82 $ — $ 125

Basis of Presentation (Policies

Basis of Presentation (Policies)	3 Months Ended
Basis of Presentation (Policies)	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	These unaudited interim consolidated financial statements of Canadian Pacific Railway Limited (“CP”, or “the Company”), expressed in Canadian dollars, reflect management’s estimates and assumptions that are necessary for their fair presentation in conformity with generally accepted accounting principles in the United States of America (“GAAP”). They do not include all disclosures required under GAAP for annual financial statements and should be read in conjunction with the 2018 annual consolidated financial statements and notes included in CP's 2018 Annual Report on Form 10-K. The accounting policies used are consistent with the accounting policies used in preparing the 2018 annual consolidated financial statements, except for the newly adopted accounting policy discussed in Note 2. CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons.

Accounting Changes (Policies)

Accounting Changes (Policies)	3 Months Ended
Accounting Changes (Policies)	Mar. 31, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Accounting Changes	Implemented in 2019 Leases On January 1, 2019, the Company adopted the new Accounting Standards Update ("ASU") 2016-02, issued by the Financial Accounting Standards Board ("FASB"), and all related amendments under FASB Accounting Standards Codification ("ASC") Topic 842, Leases. Using the cumulative-effect adjustment transition approach, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Accordingly, comparative financial information has not been restated and continues to be reported under the accounting standards in effect for those periods. In January 2019, the Company adapted existing internal controls and implemented a lease management system to assist in delivering the required accounting changes. To facilitate the transition, the Company made policy choices to utilize available practical expedients provided by the new standard, including the: • Acceptance of the package of practical expedients, permitting the Company not to reassess lease existence, classification, and capitalization of initial direct costs previously determined for all leases under Topic 840, Leases; • Acceptance of the previous accounting treatment for land easements where Topic 840 was not applied; and • Use of hindsight at transition to determine lease term length. Finance leases were transitioned with no significant changes to existing balances. Operating leases with fixed terms and in-substance fixed terms were transitioned by recognizing both an operating lease liability and right-of-use ("ROU") asset. Operating lease liabilities and ROU assets were calculated at the present value of remaining lease payments using the Company’s incremental borrowing interest rate as at January 1, 2019. ROU assets were further modified to include previously accrued balances for prepayments and initial direct costs, but reduced for accrued lease incentives. The Company did not recognize operating lease liabilities or ROU assets for leases requiring variable payment not dependent on an index or rate, or short term leases with a term of 12 months or less. The standard had a material impact on the Company's Interim Consolidated Balance Sheets, but did not have a significant impact on its Interim Consolidated Statements of Income. The most significant impact was the recognition of operating lease ROU assets and operating lease liabilities, while the Company's accounting of finance leases remained substantially unchanged. The impact of the adoption of ASC 842 as at January 1, 2019 is as follows: (in millions of Canadian dollars) As reported New lease standard As restated Assets Properties $ 18,418 $ (12 ) $ 18,406 Other assets 71 399 470 Liabilities Accounts payable and accrued liabilities $ 1,449 $ 58 $ 1,507 Other long-term liabilities 237 337 574 Deferred income taxes 3,518 (3 ) 3,515 Shareholders' equity Retained earnings $ 6,635 $ (5 ) $ 6,630

Accounting Changes (Tables)

Accounting Changes (Tables)	3 Months Ended
Accounting Changes (Tables)	Mar. 31, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Impact of ASC 842 Adoption	The impact of the adoption of ASC 842 as at January 1, 2019 is as follows: (in millions of Canadian dollars) As reported New lease standard As restated Assets Properties $ 18,418 $ (12 ) $ 18,406 Other assets 71 399 470 Liabilities Accounts payable and accrued liabilities $ 1,449 $ 58 $ 1,507 Other long-term liabilities 237 337 574 Deferred income taxes 3,518 (3 ) 3,515 Shareholders' equity Retained earnings $ 6,635 $ (5 ) $ 6,630

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
Revenue Recognition (Tables)	Mar. 31, 2019
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following table disaggregates the Company’s revenues from contracts with customers by major source: For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Freight Grain $ 380 $ 357 Coal 158 151 Potash 114 112 Fertilizers and sulphur 57 61 Forest products 73 66 Energy, chemicals and plastics 315 257 Metals, minerals, and consumer products 173 183 Automotive 76 71 Intermodal 380 367 Total freight revenues 1,726 1,625 Non-freight excluding leasing revenues 26 23 Revenues from contracts with customers 1,752 1,648 Leasing revenues 15 14 Total revenues $ 1,767 $ 1,662
Contract with Customer, Liability	Contract liabilities For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Balance at January 1 $ 2 $ 2 Balance at March 31 $ 73 $ 2

Changes in Accumulated Other _2

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component (Tables)	3 Months Ended
	Mar. 31, 2019
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Changes in Accumulated Other Comprehensive Loss (AOCL) by Component	For the three months ended March 31 (in millions of Canadian dollars) Foreign currency net of hedging activities (1) Derivatives and (1) Pension and post- (1) Total (1) Opening balance, January 1, 2019 $ 113 $ (62 ) $ (2,094 ) $ (2,043 ) Other comprehensive loss before reclassifications — (1 ) (1 ) (2 ) Amounts reclassified from accumulated other comprehensive loss — 2 16 18 Net other comprehensive income — 1 15 16 Closing balance, March 31, 2019 $ 113 $ (61 ) $ (2,079 ) $ (2,027 ) Opening balance, January 1, 2018 $ 109 $ (89 ) $ (1,761 ) $ (1,741 ) Other comprehensive income (loss) before reclassifications — 13 (1 ) 12 Amounts reclassified from accumulated other comprehensive loss — 2 22 24 Net other comprehensive income — 15 21 36 Closing balance, March 31, 2018 $ 109 $ (74 ) $ (1,740 ) $ (1,705 ) (1) Amounts are presented net of tax.
Amounts in Pension and Post-retirement Defined Benefit Plans Reclassified from AOCL	Amounts in Pension and post-retirement defined benefit plans reclassified from AOCL are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Amortization of prior service costs (1) $ — $ (1 ) Recognition of net actuarial loss (1) 21 30 Total before income tax 21 29 Income tax recovery (5 ) (7 ) Total net of income tax $ 16 $ 22 (1) Impacts " Other components of net periodic benefit recovery

Other (Income) Expense (Tables)

Other (Income) Expense (Tables)	3 Months Ended
Other (Income) Expense (Tables)	Mar. 31, 2019
Other Income and Expenses [Abstract]
Other Income and Expenses	For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Foreign exchange (gain) loss on debt and lease liabilities $ (45 ) $ 49 Other foreign exchange gains (3 ) (1 ) Other 1 3 Other (income) expense $ (47 ) $ 51

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
Income Taxes (Tables)	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Summary of Income Tax Expense	For the three months ended March 31 (in millions of Canadian dollars) 2019 2018 Current income tax expense $ 101 $ 81 Deferred income tax expense 38 41 Income tax expense $ 139 $ 122

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
Earnings Per Share (Tables)	Mar. 31, 2019
Earnings Per Share [Abstract]
Number of Shares Used In the Earnings Per Share Calculation	The number of shares used in earnings per share calculations is reconciled as follows: For the three months ended March 31 (in millions) 2019 2018 Weighted-average basic shares outstanding 140.1 144.4 Dilutive effect of stock options 0.4 0.4 Weighted-average diluted shares outstanding 140.5 144.8

Leases (Tables)

Leases (Tables)	3 Months Ended
Leases (Tables)	Mar. 31, 2019
Leases [Abstract]
Components of Lease Expense	The components of lease expense are as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 Operating lease cost $ 22 Short-term lease cost 1 Variable lease cost 1 Finance Lease Cost Amortization of right-of use-assets 2 Interest on lease liabilities 3 Total lease costs $ 29
Schedule of Supplemental Balance Sheet Information	Supplemental balance sheet information related to leases is as follows: As at March 31 (in millions of Canadian dollars) 2019 Operating Leases Other assets $ 394 Accounts payable and accrued liabilities 71 Other long-term liabilities 315 Finance Leases Properties, net book value $ 179 Long-term debt maturing within one year 5 Long-term debt 150 Weighted Average Remaining Lease Term Operating leases 8 years Finance leases 5 years Weighted Average Discount Rate Operating leases 3.50 % Finance leases 7.12 %
Schedule of Supplemental Information	Supplemental information related to leases is as follows: For the three months ended March 31 (in millions of Canadian dollars) 2019 Cash paid for amounts included in measurement of lease liabilities Operating cash flows from operating leases $ 28 Operating cash flows from finance leases 3 Financing cash flows from finance leases 1 Right-of-use assets obtained in exchange for lease liabilities Operating leases $ 9
Schedule of Maturities of Operating and Finance Leases Liabilities	Maturities of lease liabilities are as follows: As at March 31, 2019 (in millions of Canadian dollars) Finance Leases Operating Leases 2019 $ 6 $ 67 2020 9 70 2021 9 55 2022 111 48 2023 9 49 Thereafter 30 154 Total lease payments $ 174 $ 443 Less: Imputed interest 19 57 Present value of lease payments $ 155 $ 386

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	3 Months Ended
Shareholders' Equity (Tables)	Mar. 31, 2019
Equity [Abstract]
Activities Under Share Repurchase Program	The following table describes activities under the share repurchase program: For the three months ended March 31 2019 2018 Number of Common Shares repurchased (1) 707,678 1,435,700 Weighted-average price per share (2) $ 261.73 $ 221.76 Amount of repurchase (in millions) (2) $ 185 $ 318 (1) Includes shares repurchased but not yet canceled at quarter end. (2)

Financial Instruments (Tables)

Financial Instruments (Tables)	3 Months Ended
Financial Instruments (Tables)	Mar. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Fair Value and Carrying Value of Long-term Debt	The carrying values of financial instruments equal or approximate their fair values with the exception of long-term debt: (in millions of Canadian dollars) March 31, 2019 December 31, 2018 Long-term debt (including current maturities): Fair value $ 10,175 $ 9,639 Carrying value 8,923 8,696

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
Stock-Based Compensation (Tables)	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Weighted-Average Fair Value Assumptions	The weighted-average fair value assumptions were approximately: For the three months ended March 31, 2019 Grant price $271.84 Expected option life (years) (1) 5.00 Risk-free interest rate (2) 2.24% Expected stock price volatility (3) 25.05% Expected annual dividends per share (4) $2.6000 Expected forfeiture rate (5) 6.00% Weighted-average grant date fair value per option granted during the period $63.65 (1) Represents the period of time that awards are expected to be outstanding. Historical data on exercise behaviour or, when available, specific expectations regarding future exercise behaviour was used to estimate the expected life of the option. (2) Based on the implied yield available on zero-coupon government issues with an equivalent term commensurate with the expected term of the option. (3) Based on the historical stock price volatility of the Company’s stock over a period commensurate with the expected term of the option. (4) Determined by the current annual dividend at the time of grant. The Company does not employ different dividend yields throughout the contractual term of the option. (5)

Pensions and Other Benefits (Ta

Pensions and Other Benefits (Tables)	3 Months Ended
Pensions and Other Benefits (Tables)	Mar. 31, 2019
Retirement Benefits [Abstract]
Net Periodic Benefit Cost for Defined Benefit Pension Plans and Other Benefits	Net periodic benefit costs for defined benefit pension plans and other benefits recognized in the three months ended March 31, 2019 and 2018 included the following components: For the three months ended March 31 Pensions Other benefits (in millions of Canadian dollars) 2019 2018 2019 2018 Current service cost (benefits earned by employees) $ 27 $ 30 $ 3 $ 3 Other components of net periodic benefit (recovery) cost: Interest cost on benefit obligation 112 110 5 4 Expected return on fund assets (237 ) (239 ) — — Recognized net actuarial loss 21 29 2 1 Amortization of prior service costs — (1 ) — — Total other components of net periodic benefit (recovery) cost (104 ) (101 ) 7 5 Net periodic benefit (recovery) cost $ (77 ) $ (71 ) $ 10 $ 8

Condensed Consolidating Finan_2

Condensed Consolidating Financial Information (Tables)	3 Months Ended
Condensed Consolidating Financial Information (Tables)	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interim Condensed Consolidating Statements of Income	Interim Condensed Consolidating Statements of Income For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,244 $ 482 $ — $ 1,726 Non-freight — 29 114 (102 ) 41 Total revenues — 1,273 596 (102 ) 1,767 Operating expenses Compensation and benefits — 274 130 2 406 Fuel — 165 44 — 209 Materials — 38 15 4 57 Equipment rents — 33 2 — 35 Depreciation and amortization — 96 64 — 160 Purchased services and other — 278 187 (108 ) 357 Total operating expenses — 884 442 (102 ) 1,224 Operating income — 389 154 — 543 Less: Other (income) expense (5 ) (43 ) 1 — (47 ) Other components of net periodic benefit (recovery) expense — (98 ) 1 — (97 ) Net interest (income) expense (1 ) 122 (7 ) — 114 Income before income tax expense and equity in net earnings of subsidiaries 6 408 159 — 573 Less: Income tax expense — 104 35 — 139 Add: Equity in net earnings of subsidiaries 428 124 — (552 ) — Net income $ 434 $ 428 $ 124 $ (552 ) $ 434 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Revenues Freight $ — $ 1,155 $ 470 $ — $ 1,625 Non-freight — 27 89 (79 ) 37 Total revenues — 1,182 559 (79 ) 1,662 Operating expenses Compensation and benefits — 257 115 2 374 Fuel — 168 47 — 215 Materials — 35 15 5 55 Equipment rents — 31 2 — 33 Depreciation and amortization — 104 66 — 170 Purchased services and other — 218 143 (86 ) 275 Total operating expenses — 813 388 (79 ) 1,122 Operating income — 369 171 — 540 Less: Other expense (income) 6 48 (3 ) — 51 Other components of net periodic benefit recovery — (96 ) — — (96 ) Net interest expense (income) 8 114 (7 ) — 115 (Loss) income before income tax expense and equity in net earnings of subsidiaries (14 ) 303 181 — 470 Less: Income tax expense — 86 36 — 122 Add: Equity in net earnings of subsidiaries 362 145 — (507 ) — Net income $ 348 $ 362 $ 145 $ (507 ) $ 348
Interim Condensed Consolidating Statements of Comprehensive Income	Interim Condensed Consolidating Statements of Comprehensive Income For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 434 $ 428 $ 124 $ (552 ) $ 434 Net gain (loss) in foreign currency translation adjustments, net of hedging activities — 120 (104 ) — 16 Change in derivatives designated as cash flow — 2 — — 2 Change in pension and post-retirement defined — 19 1 — 20 Other comprehensive income (loss) before income taxes — 141 (103 ) — 38 Income tax expense on above items — (22 ) — — (22 ) Equity accounted investments 16 (103 ) — 87 — Other comprehensive income (loss) 16 16 (103 ) 87 16 Comprehensive income $ 450 $ 444 $ 21 $ (465 ) $ 450 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Net income $ 348 $ 362 $ 145 $ (507 ) $ 348 Net (loss) gain in foreign currency translation adjustments, net of hedging activities — (150 ) 130 — (20 ) Change in derivatives designated as cash flow — 21 — — 21 Change in pension and post-retirement defined — 28 1 — 29 Other comprehensive (loss) income before income taxes — (101 ) 131 — 30 Income tax recovery on above items — 6 — — 6 Equity accounted investments 36 131 — (167 ) — Other comprehensive income 36 36 131 (167 ) 36 Comprehensive income $ 384 $ 398 $ 276 $ (674 ) $ 384
Interim Condensed Consolidating Balance Sheets	Interim Condensed Consolidating Balance Sheets As at March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 226 $ 126 $ — $ 352 Accounts receivable, net — 562 182 — 744 Accounts receivable, intercompany 131 166 207 (504 ) — Short-term advances to affiliates — 1,205 4,681 (5,886 ) — Materials and supplies — 145 37 — 182 Other current assets — 78 20 — 98 131 2,382 5,253 (6,390 ) 1,376 Long-term advances to affiliates 1,090 5 91 (1,186 ) — Investments — 26 175 — 201 Investments in subsidiaries 11,195 12,032 — (23,227 ) — Properties — 9,592 8,720 — 18,312 Goodwill and intangible assets — — 198 — 198 Pension asset — 1,352 — — 1,352 Other assets — 141 330 — 471 Deferred income taxes 6 — — (6 ) — Total assets $ 12,422 $ 25,530 $ 14,767 $ (30,809 ) $ 21,910 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 93 $ 864 $ 355 $ — $ 1,312 Accounts payable, intercompany 3 335 166 (504 ) — Short-term advances from affiliates 5,512 370 4 (5,886 ) — Long-term debt maturing within one year — 496 — — 496 5,608 2,065 525 (6,390 ) 1,808 Pension and other benefit liabilities — 637 77 — 714 Long-term advances from affiliates — 1,180 6 (1,186 ) — Other long-term liabilities — 229 369 — 598 Long-term debt — 8,373 54 — 8,427 Deferred income taxes — 1,851 1,704 (6 ) 3,549 Total liabilities 5,608 14,335 2,735 (7,582 ) 15,096 Shareholders’ equity Share capital 1,997 537 5,946 (6,483 ) 1,997 Additional paid-in capital 46 1,663 94 (1,757 ) 46 Accumulated other comprehensive (loss) income (2,027 ) (2,027 ) 736 1,291 (2,027 ) Retained earnings 6,798 11,022 5,256 (16,278 ) 6,798 6,814 11,195 12,032 (23,227 ) 6,814 Total liabilities and shareholders’ equity $ 12,422 $ 25,530 $ 14,767 $ (30,809 ) $ 21,910 As at December 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Assets Current assets Cash and cash equivalents $ — $ 42 $ 19 $ — $ 61 Accounts receivable, net — 629 186 — 815 Accounts receivable, intercompany 125 167 224 (516 ) — Short-term advances to affiliates — 1,602 4,651 (6,253 ) — Materials and supplies — 136 37 — 173 Other current assets — 39 29 — 68 125 2,615 5,146 (6,769 ) 1,117 Long-term advances to affiliates 1,090 5 93 (1,188 ) — Investments — 24 179 — 203 Investments in subsidiaries 11,443 12,003 — (23,446 ) — Properties — 9,579 8,839 — 18,418 Goodwill and intangible assets — — 202 — 202 Pension asset — 1,243 — — 1,243 Other assets — 57 14 — 71 Deferred income taxes 6 — — (6 ) — Total assets $ 12,664 $ 25,526 $ 14,473 $ (31,409 ) $ 21,254 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 115 $ 1,017 $ 317 $ — $ 1,449 Accounts payable, intercompany 4 344 168 (516 ) — Short-term advances from affiliates 5,909 341 3 (6,253 ) — Long-term debt maturing within one year — 506 — — 506 6,028 2,208 488 (6,769 ) 1,955 Pension and other benefit liabilities — 639 79 — 718 Long-term advances from affiliates — 1,182 6 (1,188 ) — Other long-term liabilities — 120 117 — 237 Long-term debt — 8,135 55 — 8,190 Deferred income taxes — 1,799 1,725 (6 ) 3,518 Total liabilities 6,028 14,083 2,470 (7,963 ) 14,618 Shareholders’ equity Share capital 2,002 538 5,946 (6,484 ) 2,002 Additional paid-in capital 42 1,656 92 (1,748 ) 42 Accumulated other comprehensive (loss) income (2,043 ) (2,043 ) 839 1,204 (2,043 ) Retained earnings 6,635 11,292 5,126 (16,418 ) 6,635 6,636 11,443 12,003 (23,446 ) 6,636 Total liabilities and shareholders’ equity $ 12,664 $ 25,526 $ 14,473 $ (31,409 ) $ 21,254
Interim Condensed Consolidating Statements of Cash Flows	Interim Condensed Consolidating Statements of Cash Flows For the three months ended March 31, 2019 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 687 $ 198 $ 219 $ (691 ) $ 413 Investing activities Additions to properties — (141 ) (83 ) — (224 ) Proceeds from sale of properties and other assets — 4 2 — 6 Advances to affiliates — (250 ) (30 ) 280 — Repayment of advances to affiliates — 643 — (643 ) — Other — — (1 ) — (1 ) Cash provided by (used in) investing activities — 256 (112 ) (363 ) (219 ) Financing activities Dividends paid (91 ) (691 ) — 691 (91 ) Issuance of CP Common Shares 4 — — — 4 Purchase of CP Common Shares (207 ) — — — (207 ) Issuance of long-term debt, excluding commercial paper — 397 — — 397 Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 250 30 — (280 ) — Repayment of advances from affiliates (643 ) — — 643 — Cash (used in) provided by financing activities (687 ) (269 ) — 1,054 98 Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — (1 ) — — (1 ) Cash position Increase in cash and cash equivalents — 184 107 — 291 Cash and cash equivalents at beginning of period — 42 19 — 61 Cash and cash equivalents at end of period $ — $ 226 $ 126 $ — $ 352 For the three months ended March 31, 2018 (in millions of Canadian dollars) CPRL (Parent Guarantor) CPRC (Subsidiary Issuer) Non-Guarantor Subsidiaries Consolidating Adjustments and Eliminations CPRL Consolidated Cash provided by operating activities $ 65 $ 392 $ 135 $ (195 ) $ 397 Investing activities Additions to properties — (122 ) (119 ) — (241 ) Proceeds from sale of properties and other assets — 3 1 — 4 Advances to affiliates — (307 ) — 307 — Repayment of advances to affiliates — — 502 (502 ) — Repurchase of share capital from affiliates — 423 — (423 ) — Other — — (1 ) — (1 ) Cash (used in) provided by investing activities — (3 ) 383 (618 ) (238 ) Financing activities Dividends paid (82 ) (82 ) (113 ) 195 (82 ) Return of share capital to affiliates — (423 ) 423 — Issuance of CP Common Shares 8 — — — 8 Purchase of CP Common Shares (298 ) — — — (298 ) Repayment of long-term debt, excluding commercial paper — (5 ) — — (5 ) Advances from affiliates 307 — — (307 ) — Repayment of advances from affiliates — (502 ) — 502 — Cash used in financing activities (65 ) (589 ) (536 ) 813 (377 ) Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents — 2 3 — 5 Cash position Decrease in cash and cash equivalents — (198 ) (15 ) — (213 ) Cash and cash equivalents at beginning of period — 241 97 — 338 Cash and cash equivalents at end of period $ — $ 43 $ 82 $ — $ 125

Accounting Changes Accounting C

Accounting Changes Accounting Changes (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Jan. 01, 2019	Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Properties	$ 18,312	$ 18,406	$ 18,418
Other assets	471	470	71
Accounts payable and accrued liabilities	1,312	1,507	1,449
Other long-term liabilities	598	574	237
Deferred income taxes	3,549	3,515	3,518
Retained earnings	$ 6,798	6,630	$ 6,635
Accounting Standards Update 2016-02 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Properties		(12)
Other assets		399
Accounts payable and accrued liabilities		58
Other long-term liabilities		337
Deferred income taxes		(3)
Retained earnings		$ (5)

Revenue Recognition - Disaggreg

Revenue Recognition - Disaggregation of Revenue (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 1,752	$ 1,648
Leasing revenues	15	14
Total revenues	1,767	1,662
Freight [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,726	1,625
Freight [Member] \| Grain [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	380	357
Freight [Member] \| Coal [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	158	151
Freight [Member] \| Potash [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	114	112
Freight [Member] \| Fertilizer and sulphur [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	57	61
Freight [Member] \| Forest products [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	73	66
Freight [Member] \| Energy, chemicals and plastic [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	315	257
Freight [Member] \| Metals, minerals and consumer products [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	173	183
Freight [Member] \| Automotive [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	76	71
Freight [Member] \| Intermodal [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	380	367
Non-Freight [Member]
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ 26	$ 23

Revenue Recognition - Contract

Revenue Recognition - Contract Liabilities (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Contract with Customer, Liability [Abstract]
Contract with Customer, Liability	$ 73	$ 2	$ 2	$ 2

Contract Liabilities (Details)

Contract Liabilities (Details) - CAD ($) $ in Millions	3 Months Ended
Contract Liabilities (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Mar. 31, 2018
Contract with Customer, Liability [Abstract]
Contract with Customer, Liability, Revenue Recognized	$ 2	$ 2
Increase (Decrease) in Contract with Customers, Liability	$ 71

Changes in Accumulated Other _3

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Changes in AOCL by Component (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	$ (2,043)	$ (1,741)
Other comprehensive income (loss) before reclassifications	(2)	12
Amounts reclassified from accumulated other comprehensive loss	18	24
Net current-period other comprehensive income (loss)	16	36
AOC Income (Loss), Closing balance	(2,027)	(1,705)
Foreign currency net of hedging activities
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	113	109
Other comprehensive income (loss) before reclassifications	0	0
Amounts reclassified from accumulated other comprehensive loss	0	0
Net current-period other comprehensive income (loss)	0	0
AOC Income (Loss), Closing balance	113	109
Derivatives and other
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	(62)	(89)
Other comprehensive income (loss) before reclassifications	(1)	13
Amounts reclassified from accumulated other comprehensive loss	2	2
Net current-period other comprehensive income (loss)	1	15
AOC Income (Loss), Closing balance	(61)	(74)
Pension and post-retirement defined benefit plans
Accumulated Other Comprehensive Income (Loss) [Line Items]
AOC Income (Loss), Opening balance	(2,094)	(1,761)
Other comprehensive income (loss) before reclassifications	(1)	(1)
Amounts reclassified from accumulated other comprehensive loss	16	22
Net current-period other comprehensive income (loss)	15	21
AOC Income (Loss), Closing balance	$ (2,079)	$ (1,740)

Changes in Accumulated Other _4

Changes in Accumulated Other Comprehensive Loss ("AOCL") by Component - Amounts in Pension and Post-Retirement Defined Benefit Plans Reclassified from AOCL (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Accumulated Other Comprehensive Income (Loss) [Line Items]
Total before income tax	$ 573	$ 470
Income tax recovery	(139)	(122)
Net of income tax	434	348
Reclassification out of Accumulated Other Comprehensive Income [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Amortization of prior service costs	0	(1)
Recognition of net actuarial loss	21	30
Total before income tax	21	29
Income tax recovery	(5)	(7)
Net of income tax	$ 16	$ 22

Other (Income) Expense (Details

Other (Income) Expense (Details) - CAD ($) $ in Millions	3 Months Ended
Other (Income) Expense (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Mar. 31, 2018
Other Income and Expenses [Abstract]
Foreign exchange (gain) loss on debt and lease liabilities	$ (45)	$ 49
Other foreign exchange gains	(3)	(1)
Other	1	3
Total other (income) expense	$ (47)	$ 51

Income Taxes - Summary of Incom

Income Taxes - Summary of Income Tax Expense (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Current income tax expense	$ 101	$ 81
Deferred income tax expense	38	41
Income tax expense	$ 139	$ 122

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - CAD ($) $ in Millions	3 Months Ended
Income Taxes - Narrative (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Effective tax rate	24.24%	25.92%
Foreign exchange (gain) loss on debt and lease liabilities	$ (45)	$ 49
Effective tax rate, excluding discrete items	25.75%	24.75%

Earnings Per Share - Number of

Earnings Per Share - Number of Shares Used in Earnings Per Share Calculations (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Earnings Per Share [Abstract]
Weighted average basic shares outstanding	140.1	144.4
Dilutive effect of stock options	0.4	0.4
Weighted average diluted shares outstanding	140.5	144.8

Earnings Per Share - Narrative

Earnings Per Share - Narrative (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Employee Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of options excluded from the computation of diluted earnings per share	0.2	0.2

Debt - Long-term Debt (Details)

Debt - Long-term Debt (Details) - CAD $400 million 3.125% 10-year Notes $ in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2019CAD ($)	Jun. 30, 2018USD ($)
Debt Instrument [Line Items]
Debt Instrument, Face Amount	$ 400	$ 500
Debt Instrument, Interest Rate	3.15%	4.00%
Debt Instrument, Term	10 years	10 years
Debt Instrument, Maturity Date	Mar. 13, 2029
Proceeds from Issuance of Debt	$ 397

Leases (Details)

Leases (Details) $ in Millions	3 Months Ended
Leases (Details) $ in Millions	Mar. 31, 2019CAD ($)
Lessee, Lease, Description [Line Items]
Operating and Finance Leases, Option to extend	P10Y
Operating and Finance Leases, Option to terminate	P1Y
Operating Lease, Residual value guarantee	$ 2
Minimum [Member]
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Term of Contract	1 year
Lessee, Finance Lease, Term of Contract	1 year
Maximum [Member]
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Term of Contract	12 years
Lessee, Finance Lease, Term of Contract	12 years

Leases - Components of Lease Ex

Leases - Components of Lease Expense (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019CAD ($)
Leases [Abstract]
Operating lease cost	$ 22
Short-term lease cost	1
Variable lease cost	1
Finance lease cost, Amortization of right-of-use assets	2
Finance lease cost, Interest on lease liabilities	3
Total Lease Costs	$ 29

Leases - Supplemental Balance S

Leases - Supplemental Balance Sheet Information (Details) $ in Millions	Mar. 31, 2019CAD ($)Rate
Leases [Abstract]
Operating Lease, Other assets	$ 394
Operating Lease, Accounts payable and accrued liabilities	71
Operating Lease, Other long-term liabilities	315
Finance Lease, Right-of-Use Asset	179
Finance Lease, Long-term debt maturing within one year	5
Finance Lease, Long-term debt	$ 150
Operating Lease, Weighted Average Remaining Lease Term	8 years
Finance Lease, Weighted Average Remaining Lease Term	5 years
Operating Lease, Weighted Average Discount Rate \| Rate	3.50%
Finance Lease, Weighted Average Discount Rate \| Rate	7.12%

Leases - Supplemental Informati

Leases - Supplemental Information Related to Leases (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019CAD ($)
Leases [Abstract]
Operating Lease, Operating cash flows	$ 28
Finance Lease, Operating cash flows	3
Finance Lease, Financing cash flows	1
Right-of-use assets obtained in exchange for operating lease liabilities	$ 9

Leases - Maturities of Lease Li

Leases - Maturities of Lease Liabilities (Details) $ in Millions	Mar. 31, 2019CAD ($)
Leases [Abstract]
Finance Lease, Payments for remainder of fiscal year	$ 6
Finance Lease, Payments due year two	9
Finance Lease, Payments due year three	9
Finance Lease, Payments due year four	111
Finance Lease, Payments due year five	9
Finance Lease, Payments due after year five	30
Finance Lease, Total lease payments	174
Finance Lease, Imputed interest	19
Finance Lease, Present value of lease payments	155
Operating Lease, Payments due remainder of fiscal year	67
Operating Lease, Payments due year two	70
Operating Lease, Payments due year three	55
Operating Lease, Payments due year four	48
Operating Lease, Payments due year five	49
Operating Lease, Payments due after year five	154
Operating Lease, Total lease payments	443
Operating Lease, Imputed interest	57
Operating Lease, Present value of lease payments	$ 386

Shareholders Equity - Narrative

Shareholders Equity - Narrative (Details) - CAD ($) $ in Millions	3 Months Ended		5 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Mar. 31, 2019	Oct. 19, 2018	May 10, 2017
Common Shares repurchased	$ 185	$ 318
Current Normal Course Issuer Bid (NCIB) [Member]
Common shares authorized to be repurchased (in shares)				5,680,000
Share repurchase expiration date	Oct. 23, 2019
Common Shares repurchased (shares)	707,678		2,890,000
Common Shares repurchased	$ 185		$ 753
2017 Normal Course Issuer Bid (NCIB) [Member]
Common shares authorized to be repurchased (in shares)					4,380,000
Share repurchase expiration date		May 14, 2018
Common Shares repurchased (shares)		1,435,700
Common Shares repurchased		$ 318

Shareholders' Equity - Activiti

Shareholders' Equity - Activities Under Shares Repurchase Program (Detail) - CAD ($) $ / shares in Units, $ in Millions	3 Months Ended		5 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Mar. 31, 2019
Common Shares repurchased	$ 185	$ 318
Current Normal Course Issuer Bid (NCIB) [Member]
Common Shares repurchased (shares)	707,678		2,890,000
Weighted-average price per share	$ 261.73
Common Shares repurchased	$ 185		$ 753
2017 Normal Course Issuer Bid (NCIB) [Member]
Common Shares repurchased (shares)		1,435,700
Weighted-average price per share		$ 221.76
Common Shares repurchased		$ 318

Financial Instruments - FV and

Financial Instruments - FV and CV of Long-term Debt (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Dec. 31, 2018
Schedule of Investments [Line Items]
Long-term Debt, Fair value	$ 10,175	$ 9,639
Carrying Value Measurement [Member]
Schedule of Investments [Line Items]
Long-term Debt, Carrying value	$ 8,923	$ 8,696

Financial Instruments (Details)

Financial Instruments (Details) $ in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2019CAD ($)	Jun. 30, 2018CAD ($)	Mar. 31, 2018CAD ($)	Jun. 30, 2018USD ($)
U.S. $500 million 4.000% 10-year Notes
Schedule of Investments [Line Items]
Debt Instrument, Face Amount	$ 400			$ 500
Debt Instrument, Interest Rate	3.15%	4.00%		4.00%
Debt Instrument, Term	10 years	10 years
Forward Starting Swaps [Member]
Schedule of Investments [Line Items]
Floating-to-fixed interest rate swaps, Notional amount				$ 500
Fair value loss		$ 24		$ 19
Derivative, Gain on Derivative			$ 19
Forward Starting Swaps [Member] \| Net Interest Expense [Member]
Schedule of Investments [Line Items]
Derivative losses amortized to net interest expense	$ 2		3
Derivative losses expected to be amortized to net interest expense	9
Net Investment Hedging [Member]
Schedule of Investments [Line Items]
Gain (Loss) on Derivative, Net	$ 120		$ (151)

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - CAD ($) $ / shares in Units, $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Stock-based compensation expense	$ 34	$ 14
Employee Stock Options
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Number of options issued (shares)	215,537
Weighted average grant price (per share)	$ 271.84
Expiration period	7 years
Grant date fair value, options	$ 14
Employee Stock Options \| Minimum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	12 months
Employee Stock Options \| Maximum [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	48 months
Performance Share Units
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Units issued	127,431
PSU payout percentage			177.00%
Number of trading days			30 days
PSU payout	$ 54
Units vested in the period	117,228
Performance Share Units \| Regular and Retention Grant [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	3 years
Units issued	128,010
Grant date fair value, other than options	$ 34
Performance Share Units \| Retention Grant [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Units issued	579
Deferred Share Units [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Vesting period	48 months
Units issued	13,179
Grant date fair value, other than options	$ 3

Stock-Based Compensation - Weig

Stock-Based Compensation - Weighted-Average Fair Value Assumptions (Details) - Employee Stock Options	3 Months Ended
	Mar. 31, 2019CAD ($)$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant price (per share)	$ 271.84
Expected option life (years)	5 years
Risk-free interest rate	2.24%
Expected stock price volatility	25.05%
Expected annual dividends per share \| $	$ 2.6000
Estimated forfeiture rate	6.00%
Weighted average grant date fair value per option granted during the period	$ 63.65

Pensions and Other Benefits - N

Pensions and Other Benefits - Narrative (Details) - Pension Plans, Defined Benefit [Member] - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Defined Benefit Plan Disclosure [Line Items]
Contributions made by the company	$ 11	$ 1
Refund of plan surplus		$ (10)

Pensions and Other Benefits -_2

Pensions and Other Benefits - Net Periodic Benefit Cost for DB Pension Plans and Other Benefits (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Defined Benefit Plan Disclosure [Line Items]
Total other components of net periodic benefit (recovery) cost	$ (97)	$ (96)
Pension Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees)	27	30
Interest cost on benefit obligation	112	110
Expected return on fund assets	(237)	(239)
Recognized net actuarial loss	21	29
Amortization of prior service costs	0	(1)
Total other components of net periodic benefit (recovery) cost	(104)	(101)
Net periodic benefit (recovery) cost	(77)	(71)
Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Current service cost (benefits earned by employees)	3	3
Interest cost on benefit obligation	5	4
Expected return on fund assets	0	0
Recognized net actuarial loss	2	1
Amortization of prior service costs	0	0
Total other components of net periodic benefit (recovery) cost	7	5
Net periodic benefit (recovery) cost	$ 10	$ 8

Contingencies - Legal Proceedin

Contingencies - Legal Proceedings (Details) - Lac-Megantic Rail Accident [Member] $ in Millions	May 14, 2018CAD ($)claim	Dec. 28, 2017CAD ($)	Oct. 10, 2017CAD ($)	Jul. 11, 2016CAD ($)claim	Jul. 05, 2016CAD ($)	Jul. 04, 2016CAD ($)claim	Apr. 12, 2016CAD ($)	Jul. 06, 2015CAD ($)	Mar. 31, 2019CAD ($)
Claimed damages as a result of derailment
Other Commitments [Line Items]
Amount of fund to be distributed									$ 440
Irving Oil [Member]
Other Commitments [Line Items]
Value of damages sought							$ 60
Quebec Minister of Sustainable Development, Environment, Wildlife and Parks
Other Commitments [Line Items]
Value of damages sought					$ 95
Quebec Attorney General
Other Commitments [Line Items]
Value of damages sought			$ 315					$ 409
Initial Insurer Claimants \| Subrogated insurance claim
Other Commitments [Line Items]
Value of damages sought		$ 14				$ 16
Number of pending claims \| claim						8
Additional Insurer Claimants \| Subrogated insurance claim
Other Commitments [Line Items]
Value of damages sought				$ 3
Number of pending claims \| claim				2
Plaintiff [Member]
Other Commitments [Line Items]
Value of damages sought	$ 5
Number of Plaintiffs \| claim	48
The WD Trustee \| Damaged rail cars loss recovery
Other Commitments [Line Items]
Value of damages sought							6
Montreal Maine and Atlantic Railway
Other Commitments [Line Items]
Value of damages sought							$ 110

Contingencies - Environmental L

Contingencies - Environmental Liabilities (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Site Contingency [Line Items]
Total amount provided for provisions for environmental remediation costs	$ 81		$ 82
Term for expected payments to be made	10 years
Purchased Services and Other [Member]
Site Contingency [Line Items]
Environmental remediation expense	$ 1	$ 1

Condensed Consolidating Finan_3

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Income (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Revenues
Total revenues	$ 1,767	$ 1,662
Operating expenses
Compensation and benefits	406	374
Fuel	209	215
Materials	57	55
Equipment rents	35	33
Depreciation and amortization	160	170
Purchased services and other	357	275
Total operating expenses	1,224	1,122
Operating income	543	540
Less:
Other (income) expense	(47)	51
Other components of net periodic benefit recovery cost	(97)	(96)
Net interest expense	114	115
Income before income tax expense	573	470
Income tax expense (recovery)	139	122
Equity in net earnings of subsidiaries	0	0
Net income	434	348
Consolidating Adjustments and Eliminations [Member]
Revenues
Total revenues	(102)	(79)
Operating expenses
Compensation and benefits	2	2
Fuel	0	0
Materials	4	5
Equipment rents	0	0
Depreciation and amortization	0	0
Purchased services and other	(108)	(86)
Total operating expenses	(102)	(79)
Operating income	0	0
Less:
Other (income) expense	0	0
Other components of net periodic benefit recovery cost	0	0
Net interest expense	0	0
Income before income tax expense	0	0
Income tax expense (recovery)	0	0
Equity in net earnings of subsidiaries	(552)	(507)
Net income	(552)	(507)
CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	0	0
Operating expenses
Compensation and benefits	0	0
Fuel	0	0
Materials	0	0
Equipment rents	0	0
Depreciation and amortization	0	0
Purchased services and other	0	0
Total operating expenses	0	0
Operating income	0	0
Less:
Other (income) expense	(5)	6
Other components of net periodic benefit recovery cost	0	0
Net interest expense	(1)	8
Income before income tax expense	6	(14)
Income tax expense (recovery)	0	0
Equity in net earnings of subsidiaries	428	362
Net income	434	348
CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	1,273	1,182
Operating expenses
Compensation and benefits	274	257
Fuel	165	168
Materials	38	35
Equipment rents	33	31
Depreciation and amortization	96	104
Purchased services and other	278	218
Total operating expenses	884	813
Operating income	389	369
Less:
Other (income) expense	(43)	48
Other components of net periodic benefit recovery cost	(98)	(96)
Net interest expense	122	114
Income before income tax expense	408	303
Income tax expense (recovery)	104	86
Equity in net earnings of subsidiaries	124	145
Net income	428	362
Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	596	559
Operating expenses
Compensation and benefits	130	115
Fuel	44	47
Materials	15	15
Equipment rents	2	2
Depreciation and amortization	64	66
Purchased services and other	187	143
Total operating expenses	442	388
Operating income	154	171
Less:
Other (income) expense	1	(3)
Other components of net periodic benefit recovery cost	1	0
Net interest expense	(7)	(7)
Income before income tax expense	159	181
Income tax expense (recovery)	35	36
Equity in net earnings of subsidiaries	0	0
Net income	124	145
Freight [Member]
Revenues
Total revenues	1,726	1,625
Freight [Member] \| Consolidating Adjustments and Eliminations [Member]
Revenues
Total revenues	0	0
Freight [Member] \| CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	0	0
Freight [Member] \| CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	1,244	1,155
Freight [Member] \| Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	482	470
Non-Freight [Member]
Revenues
Total revenues	41	37
Non-Freight [Member] \| Consolidating Adjustments and Eliminations [Member]
Revenues
Total revenues	(102)	(79)
Non-Freight [Member] \| CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	0	0
Non-Freight [Member] \| CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	29	27
Non-Freight [Member] \| Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Revenues
Total revenues	$ 114	$ 89

Condensed Consolidating Finan_4

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Comprehensive Income (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Condensed Financial Statements, Captions [Line Items]
Net income	$ 434	$ 348
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	16	(20)
Change in derivatives designated as cash flow hedges	2	21
Change in pension and post-retirement defined benefit plans	20	29
Other comprehensive income (loss) before income taxes	38	30
Income tax (expense) recovery on above items	(22)	6
Equity accounted investments	0	0
Other comprehensive income (loss)	16	36
Comprehensive income	450	384
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	(552)	(507)
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	0	0
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	0	0
Other comprehensive income (loss) before income taxes	0	0
Income tax (expense) recovery on above items	0	0
Equity accounted investments	87	(167)
Other comprehensive income (loss)	87	(167)
Comprehensive income	(465)	(674)
CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	434	348
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	0	0
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	0	0
Other comprehensive income (loss) before income taxes	0	0
Income tax (expense) recovery on above items	0	0
Equity accounted investments	16	36
Other comprehensive income (loss)	16	36
Comprehensive income	450	384
CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	428	362
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	120	(150)
Change in derivatives designated as cash flow hedges	2	21
Change in pension and post-retirement defined benefit plans	19	28
Other comprehensive income (loss) before income taxes	141	(101)
Income tax (expense) recovery on above items	(22)	6
Equity accounted investments	(103)	131
Other comprehensive income (loss)	16	36
Comprehensive income	444	398
Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Net income	124	145
Net gain (loss) in foreign currency translation adjustments, net of hedging activities	(104)	130
Change in derivatives designated as cash flow hedges	0	0
Change in pension and post-retirement defined benefit plans	1	1
Other comprehensive income (loss) before income taxes	(103)	131
Income tax (expense) recovery on above items	0	0
Equity accounted investments	0	0
Other comprehensive income (loss)	(103)	131
Comprehensive income	$ 21	$ 276

Condensed Consolidating Finan_5

Condensed Consolidating Financial Information - Interim Condensed Consolidating Balance Sheets (Details) - CAD ($) $ in Millions	Mar. 31, 2019	Jan. 01, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 352		$ 61
Accounts receivable, net	744		815
Accounts receivable, inter-company	0		0
Short-term advances to affiliates	0		0
Materials and supplies	182		173
Other current assets	98		68
Total current assets	1,376		1,117
Long-term advances to affiliates	0		0
Investments	201		203
Investments in subsidiaries	0		0
Properties	18,312	$ 18,406	18,418
Goodwill and intangible assets	198		202
Pension asset	1,352		1,243
Other assets	471	470	71
Deferred income taxes	0		0
Total assets	21,910		21,254
Current liabilities
Accounts payable and accrued liabilities	1,312	1,507	1,449
Accounts payable, inter-company	0		0
Short-term advances from affiliates	0		0
Long-term debt maturing within one year	496		506
Total current liabilities	1,808		1,955
Pension and other benefit liabilities	714		718
Long-term advances from affiliates	0		0
Other long-term liabilities	598	574	237
Long-term debt	8,427		8,190
Deferred income taxes	3,549	3,515	3,518
Total liabilities	15,096		14,618
Shareholders’ equity
Share capital	1,997		2,002
Additional paid-in capital	46		42
Accumulated other comprehensive (loss) income	(2,027)		(2,043)	$ (1,705)	$ (1,741)
Retained earnings	6,798	6,630	6,635
Total shareholders' equity	6,814	$ 6,631	6,636	$ 6,434	$ 6,437
Total liabilities and shareholders’ equity	21,910		21,254
Consolidating Adjustments and Eliminations [Member]
Current assets
Cash and cash equivalents	0		0
Accounts receivable, net	0		0
Accounts receivable, inter-company	(504)		(516)
Short-term advances to affiliates	(5,886)		(6,253)
Materials and supplies	0		0
Other current assets	0		0
Total current assets	(6,390)		(6,769)
Long-term advances to affiliates	(1,186)		(1,188)
Investments	0		0
Investments in subsidiaries	(23,227)		(23,446)
Properties	0		0
Goodwill and intangible assets	0		0
Pension asset	0		0
Other assets	0		0
Deferred income taxes	(6)		(6)
Total assets	(30,809)		(31,409)
Current liabilities
Accounts payable and accrued liabilities	0		0
Accounts payable, inter-company	(504)		(516)
Short-term advances from affiliates	(5,886)		(6,253)
Long-term debt maturing within one year	0		0
Total current liabilities	(6,390)		(6,769)
Pension and other benefit liabilities	0		0
Long-term advances from affiliates	(1,186)		(1,188)
Other long-term liabilities	0		0
Long-term debt	0		0
Deferred income taxes	(6)		(6)
Total liabilities	(7,582)		(7,963)
Shareholders’ equity
Share capital	(6,483)		(6,484)
Additional paid-in capital	(1,757)		(1,748)
Accumulated other comprehensive (loss) income	1,291		1,204
Retained earnings	(16,278)		(16,418)
Total shareholders' equity	(23,227)		(23,446)
Total liabilities and shareholders’ equity	(30,809)		(31,409)
CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	0		0
Accounts receivable, net	0		0
Accounts receivable, inter-company	131		125
Short-term advances to affiliates	0		0
Materials and supplies	0		0
Other current assets	0		0
Total current assets	131		125
Long-term advances to affiliates	1,090		1,090
Investments	0		0
Investments in subsidiaries	11,195		11,443
Properties	0		0
Goodwill and intangible assets	0		0
Pension asset	0		0
Other assets	0		0
Deferred income taxes	6		6
Total assets	12,422		12,664
Current liabilities
Accounts payable and accrued liabilities	93		115
Accounts payable, inter-company	3		4
Short-term advances from affiliates	5,512		5,909
Long-term debt maturing within one year	0		0
Total current liabilities	5,608		6,028
Pension and other benefit liabilities	0		0
Long-term advances from affiliates	0		0
Other long-term liabilities	0		0
Long-term debt	0		0
Deferred income taxes	0		0
Total liabilities	5,608		6,028
Shareholders’ equity
Share capital	1,997		2,002
Additional paid-in capital	46		42
Accumulated other comprehensive (loss) income	(2,027)		(2,043)
Retained earnings	6,798		6,635
Total shareholders' equity	6,814		6,636
Total liabilities and shareholders’ equity	12,422		12,664
CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	226		42
Accounts receivable, net	562		629
Accounts receivable, inter-company	166		167
Short-term advances to affiliates	1,205		1,602
Materials and supplies	145		136
Other current assets	78		39
Total current assets	2,382		2,615
Long-term advances to affiliates	5		5
Investments	26		24
Investments in subsidiaries	12,032		12,003
Properties	9,592		9,579
Goodwill and intangible assets	0		0
Pension asset	1,352		1,243
Other assets	141		57
Deferred income taxes	0		0
Total assets	25,530		25,526
Current liabilities
Accounts payable and accrued liabilities	864		1,017
Accounts payable, inter-company	335		344
Short-term advances from affiliates	370		341
Long-term debt maturing within one year	496		506
Total current liabilities	2,065		2,208
Pension and other benefit liabilities	637		639
Long-term advances from affiliates	1,180		1,182
Other long-term liabilities	229		120
Long-term debt	8,373		8,135
Deferred income taxes	1,851		1,799
Total liabilities	14,335		14,083
Shareholders’ equity
Share capital	537		538
Additional paid-in capital	1,663		1,656
Accumulated other comprehensive (loss) income	(2,027)		(2,043)
Retained earnings	11,022		11,292
Total shareholders' equity	11,195		11,443
Total liabilities and shareholders’ equity	25,530		25,526
Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Current assets
Cash and cash equivalents	126		19
Accounts receivable, net	182		186
Accounts receivable, inter-company	207		224
Short-term advances to affiliates	4,681		4,651
Materials and supplies	37		37
Other current assets	20		29
Total current assets	5,253		5,146
Long-term advances to affiliates	91		93
Investments	175		179
Investments in subsidiaries	0		0
Properties	8,720		8,839
Goodwill and intangible assets	198		202
Pension asset	0		0
Other assets	330		14
Deferred income taxes	0		0
Total assets	14,767		14,473
Current liabilities
Accounts payable and accrued liabilities	355		317
Accounts payable, inter-company	166		168
Short-term advances from affiliates	4		3
Long-term debt maturing within one year	0		0
Total current liabilities	525		488
Pension and other benefit liabilities	77		79
Long-term advances from affiliates	6		6
Other long-term liabilities	369		117
Long-term debt	54		55
Deferred income taxes	1,704		1,725
Total liabilities	2,735		2,470
Shareholders’ equity
Share capital	5,946		5,946
Additional paid-in capital	94		92
Accumulated other comprehensive (loss) income	736		839
Retained earnings	5,256		5,126
Total shareholders' equity	12,032		12,003
Total liabilities and shareholders’ equity	$ 14,767		$ 14,473

Condensed Consolidating Finan_6

Condensed Consolidating Financial Information - Interim Condensed Consolidating Statements of Cash Flows (Details) - CAD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	$ 413	$ 397
Investing activities
Additions to properties	(224)	(241)
Proceeds from sale of properties and other assets	6	4
Advances to affiliates	0	0
Repayment of advances to affiliates	0	0
Repurchase of share capital from affiliates		0
Other investing activities	(1)	(1)
Cash used in investing activities	(219)	(238)
Financing activities
Dividends paid	(91)	(82)
Return of share capital to affiliates		0
Issuance of CP Common Shares	4	8
Purchase of CP Common Shares	(207)	(298)
Issuance of long-term debt, excluding commercial paper	397
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Advances from affiliates	0	0
Repayments of advances from affiliates	0	0
Cash (used in) provided by financing activities	98	(377)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	5
Cash position
Increase (decrease) in cash and cash equivalents	291	(213)
Cash and cash equivalents at beginning of period	61	338
Cash and cash equivalents at end of period	352	125
Consolidating Adjustments and Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	(691)	(195)
Investing activities
Additions to properties	0	0
Proceeds from sale of properties and other assets	0	0
Advances to affiliates	280	307
Repayment of advances to affiliates	(643)	(502)
Repurchase of share capital from affiliates		(423)
Other investing activities	0	0
Cash used in investing activities	(363)	(618)
Financing activities
Dividends paid	691	195
Return of share capital to affiliates		423
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0	0
Issuance of long-term debt, excluding commercial paper	0
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	(280)	(307)
Repayments of advances from affiliates	643	502
Cash (used in) provided by financing activities	1,054	813
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
CPRL (Parent Guarantor) [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	687	65
Investing activities
Additions to properties	0	0
Proceeds from sale of properties and other assets	0	0
Advances to affiliates	0	0
Repayment of advances to affiliates	0	0
Repurchase of share capital from affiliates		0
Other investing activities	0	0
Cash used in investing activities	0	0
Financing activities
Dividends paid	(91)	(82)
Return of share capital to affiliates
Issuance of CP Common Shares	4	8
Purchase of CP Common Shares	(207)	(298)
Issuance of long-term debt, excluding commercial paper	0
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	250	307
Repayments of advances from affiliates	(643)	0
Cash (used in) provided by financing activities	(687)	(65)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	0
Cash position
Increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	0	0
CPRC (Subsidiary Issuer) [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	198	392
Investing activities
Additions to properties	(141)	(122)
Proceeds from sale of properties and other assets	4	3
Advances to affiliates	(250)	(307)
Repayment of advances to affiliates	643	0
Repurchase of share capital from affiliates		423
Other investing activities	0	0
Cash used in investing activities	256	(3)
Financing activities
Dividends paid	(691)	(82)
Return of share capital to affiliates		0
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0	0
Issuance of long-term debt, excluding commercial paper	397
Repayment of long-term debt, excluding commercial paper	(5)	(5)
Advances from affiliates	30	0
Repayments of advances from affiliates	0	(502)
Cash (used in) provided by financing activities	(269)	(589)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	(1)	2
Cash position
Increase (decrease) in cash and cash equivalents	184	(198)
Cash and cash equivalents at beginning of period	42	241
Cash and cash equivalents at end of period	226	43
Non-Guarantor Subsidiaries [Member] \| Reportable Legal Entities [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by operating activities	219	135
Investing activities
Additions to properties	(83)	(119)
Proceeds from sale of properties and other assets	2	1
Advances to affiliates	(30)	0
Repayment of advances to affiliates	0	502
Repurchase of share capital from affiliates		0
Other investing activities	(1)	(1)
Cash used in investing activities	(112)	383
Financing activities
Dividends paid	0	(113)
Return of share capital to affiliates		(423)
Issuance of CP Common Shares	0	0
Purchase of CP Common Shares	0	0
Issuance of long-term debt, excluding commercial paper	0
Repayment of long-term debt, excluding commercial paper	0	0
Advances from affiliates	0	0
Repayments of advances from affiliates	0	0
Cash (used in) provided by financing activities	0	(536)
Effect of foreign currency fluctuations on U.S. dollar-denominated cash and cash equivalents	0	3
Cash position
Increase (decrease) in cash and cash equivalents	107	(15)
Cash and cash equivalents at beginning of period	19	97
Cash and cash equivalents at end of period	$ 126	$ 82

Uncategorized Items - q12019qua

Label	Element	Value
AOCI Attributable to Parent [Member]
Stockholders' Equity Attributable to Parent	us-gaap_StockholdersEquity	$ (2,043,000,000)
Common Stock [Member]
Common Stock, Shares, Outstanding	us-gaap_CommonStockSharesOutstanding	140,500,000
Stockholders' Equity Attributable to Parent	us-gaap_StockholdersEquity	$ 2,002,000,000
Additional Paid-in Capital [Member]
Stockholders' Equity Attributable to Parent	us-gaap_StockholdersEquity	42,000,000
Retained Earnings [Member]
Stockholders' Equity Attributable to Parent	us-gaap_StockholdersEquity	6,630,000,000
Accounting Standards Update 2016-02 [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	(5,000,000)
Accounting Standards Update 2016-02 [Member] \| AOCI Attributable to Parent [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Common Stock [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Additional Paid-in Capital [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	0
Accounting Standards Update 2016-02 [Member] \| Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ (5,000,000)