Exhibit 99.1
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Release: November 17, 2021
Canadian Pacific announces US$6.7 billion debt offering in the United States
Calgary – Canadian Pacific Railway Limited (TSX:CP, NYSE:CP) (“CP”) announces that its wholly-owned subsidiary, Canadian Pacific Railway Company, is issuing US$1.5 billion of 1.350% Notes due 2024, US$1.0 billion of 1.750% Notes due 2026, US$1.4 billion of 2.450% Notes due 2031, US$1.0 billion of 3.000% Notes due 2041 and US$1.8 billion of 3.100% Notes due 2051, which will be guaranteed by CP (the “U.S. offering”).
The U.S. offering is expected to close on December 2, 2021, subject to the satisfaction of customary closing conditions.
The net proceeds from the U.S. offering will be used to indirectly fund in part the cash consideration required for the acquisition of common stock and preferred stock of Kansas City Southern (“KCS”) in connection with the previously announced transaction between CP and KCS.
The joint active bookrunners of the U.S. offering are BMO Capital Markets Corp. and Goldman Sachs & Co. LLC., together with a syndicate that includes ATB Capital Markets Inc., Barclays Capital Inc., CIBC World Markets Corp., Desjardins Securities Inc., HSBC Securities (USA) Inc., MUFG Securities Americas Inc., Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC.
The U.S. offering is being made pursuant to an effective shelf registration statement previously filed with the Securities and Exchange Commission (the “SEC”). Copies of these documents may be obtained without charge from the SEC at www.sec.gov. Alternatively, you may request copies of the prospectus supplement and the accompanying prospectus for the U.S. offering by contacting BMO Capital Markets Corp., Attn: Debt Capital Markets desk c/o Legal Department, 151 West 42nd Street, New York, New York 10036 and Goldman Sachs & Co. LLC, Attn: Registration Department, 200 West Street, New York, New York 10282.
Concurrent with the announcement of the U.S. offering, CP has announced that Canadian Pacific Railway Company is issuing C$2.2 billion aggregate principal amount of notes in Canada pursuant to Canadian Pacific Railway Company’s base shelf prospectus dated June 28, 2021, as supplemented on November 17, 2021.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of these securities, in Canada or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Under the terms of the U.S. offering, the underwriters have agreed not to offer or sell the securities sold in the U.S. offering in Canada or to any resident of Canada.
Forward Looking Statement
This news release contains certain forward-looking information and forward-looking statements (collectively, “forward-looking information”) within the meaning of applicable securities laws. Forward-looking information includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance. Forward-looking information may contain statements with words or headings such as “financial expectations”, “key assumptions”, “anticipate”, “believe”, “expect”, “plan”, “will”, “outlook”, “should” or similar words suggesting future outcomes. This news release contains forward-looking information relating, but not limited to, the intended use of proceeds from the U.S. offering including the acquisition of KCS and the timing and completion of the U.S. offering.