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September 03, 2015 8:44 PM ET

Road and Rail

Company Overview of Canadian Pacific Railway Company

Company Overview

Canadian Pacific Railway Company provides rail and intermodal freight transportation services. It transports bulk commodities, including grain, coal, fertilizers, and sulphur; and merchandise freight consisting of finished vehicles and automotive parts, chemicals and plastics, crude oil, and forest products, as well as metals, minerals, and consumer products. The company also transports intermodal traffic comprising retail goods in overseas containers that can be transported by train, ship, and truck, as well as in domestic containers and trailers that can be moved by train and truck. It provides rail and intermodal transportation services over a network of approximately 13,700 miles compris...

7550 Ogden Dale Road S.E.

Calgary, AB T2C 4X9

Canada

Founded in 1881

Phone:

403-319-7000

Key Executives for Canadian Pacific Railway Company

Chief Executive Officer, Director and Member of Safety, Operations & Environment Committee
Age: 70
President and Chief Operating Officer
Chief Financial Officer and Executive Vice President
Chief Information Officer and Vice-President
Senior Vice President of Operations - Western Region
Compensation as of Fiscal Year 2015.

Canadian Pacific Railway Company Key Developments

Canadian Pacific Railway Limited and Canadian Pacific Railway Company Announces Resignation of Stephen Tobias from the Board of Directors

Canadian Pacific Railway Limited announced that, for personal reasons, Stephen Tobias has resigned from the Board of Directors of Canadian Pacific Railway Limited and Canadian Pacific Railway Company, effective June 29, 2015. Mr. Tobias joined the board in May, 2012. As Interim Chief Executive Officer, Mr. Tobias helped steer CP’s board and management transformation from May 17, 2012 until the appointment of E. Hunter Harrison on June 29, 2012. Mr. Tobias was also Chair of the Safety, Operations and Environment Committee from June, 2012 until May, 2015 and served on CP’s Management Resources and Compensation, and Corporate Governance and Nominating Committees. At this time the Board does not intend to fill the vacancy created by Mr. Tobias’ departure.

Canadian Pacific Railway Company Terminates Tender Offers for 7.125% Notes Due 2031, 9.450% Notes Due 2021, 5.950% Notes Due 2037 and 5.750% Notes Due 2033

Canadian Pacific Railway Limited announced that its wholly owned subsidiary, Canadian Pacific Railway Company, has terminated its previously announced tender offers for its 7.125% notes due 2031, 9.450% notes due 2021, 5.950% notes due 2037 and 5.750% notes due 2033 in accordance with its offer to purchase dated June 5, 2014. None of the notes were purchased in the offers and all notes previously tendered and not withdrawn will be promptly credited, without expense, to the proper accounts of the holders thereof maintained at DTC.

Canadian Pacific Announces Cash Tender Offer for up to $400,000,000 Aggregate Purchase Price of its 7.125% Notes due 2031, 9.450% Notes due 2021, 5.950% Notes due 2037 and 5.750% Notes due 2033

Canadian Pacific Railway Limited announced that its wholly owned subsidiary, Canadian Pacific Railway Company ("CP"), has commenced cash tender offers for up to $400,000,000 aggregate purchase price of its outstanding 7.125% Notes due 2031, 9.450% Notes due 2021, 5.950% Notes due 2037 and 5.750% Notes due 2033 on the terms and subject to the conditions set in its Offer to Purchase, dated June 5, 2014, and the related Letter of Transmittal. The Total Consideration paid in the Offers for the Notes will be determined in the manner described in the Offer to Purchase by reference to a fixed spread over the yield to maturity of the applicable U.S. Treasury Security specified in the table above and in the Offer to Purchase. Holders of Notes that are validly tendered and not validly withdrawn at or before 5:00 p.m. on June 18, 2014 and accepted for purchase will receive the applicable Total Consideration, which includes an early tender payment of $30.00 per $1,000 principal amount of the Notes accepted for purchase. Holders of Notes who validly tender their Notes after the Early Tender Date and at or before the Expiration Date will only receive the applicable Tender Offer Consideration per $1,000 principal amount of Notes tendered by such holders that are accepted for purchase, which is equal to the applicable Total Consideration minus the Early Tender Payment. Holders whose Notes are accepted for purchase pursuant to the Offers will also receive accrued and unpaid interest on their purchased Notes from the last interest payment date for such Notes to, but excluding, the applicable Settlement Date. CP reserves the right but is under no obligation, at any point following the Early Tender Date and before the Expiration Date, to accept for purchase any Notes validly tendered at or prior to the Early Tender Date. The Early Settlement Date will be determined at CP's option and is currently expected to occur on June 24, 2014, the fourth business day following the Early Tender Date, subject to all conditions to the Offers having been satisfied or waived by CP. Irrespective of whether CP chooses to exercise its option to have an Early Settlement Date, CP will purchase any remaining Notes that have been validly tendered by the Expiration Date and that it chooses to accept for purchase, subject to the Tender Cap, the application of the Acceptance Priority Levels and all conditions to the Offers having been satisfied or waived by it, on a date immediately following the Expiration Date. The Final Settlement Date is expected to occur on the first business day following the Expiration Date, subject to all conditions to the Offers having been satisfied or waived by CP. The expected Final Settlement Date is July 3, 2014, unless extended by CP, assuming all conditions to the Offers have been satisfied or waived by CP. The amount of a series of Notes purchased in the Offers will be based on the Acceptance Priority Level for such series, as set above and in the Offer to Purchase, and may be prorated. The Notes with the first acceptance priority level, the 2031 Notes, will be purchased before those with the second acceptance priority level, the 2021 Notes, which will be purchased before those with the third acceptance priority level, the 2037 Notes, which will be purchased before those with the fourth priority level, the 2033 Notes. If there are sufficient remaining funds to purchase some, but not all of the Notes of a series of an applicable Acceptance Priority Level, the amount of Notes purchased in that series will be prorated based on the aggregate purchase price of Notes of that series validly tendered and not withdrawn in the applicable Offer and no Notes of a series with a lower Acceptance Priority Level will be accepted for purchase. The Offers will expire at 12:00 midnight, New York City time, on July 2, 2014, unless extended or earlier terminated. CP reserves the right to terminate, withdraw or amend the Offers at any time subject to applicable law. Notes tendered in the Offers may only be withdrawn prior to 5:00 p.m. on June 18, 2014. Notes tendered after the Withdrawal Date and prior to the Expiration Date may not be withdrawn. CP reserves the right, but is under no obligation, to increase or decrease the Tender Cap, subject to compliance with applicable law, which could result in CP purchasing a greater or lesser principal amount of Notes in the Offers. There can be no assurance that CP will exercise its right to increase or decrease the Tender Cap. If CP increases or decreases the Tender Cap or extends the Early Tender Date, CP does not expect to extend the Withdrawal Date, subject to applicable law. If holders tender more Notes in the Offers than they expect to be accepted for purchase based on the Tender Cap and the Tender Cap is subsequently increased on or after the Withdrawal Date, such holders will not be able to withdraw any of their previously tendered Notes. Accordingly, holders should not tender any Notes that they do not wish to be accepted for purchase.

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