Canadian National Announces Final Results of Tender Offer for Illinois Central.MONTREAL--(BUSINESS WIRE)--March 24, 1998--CN(ME:CNR See riser card. CNR - Communication and Network Riser .) (TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :CNR.) (NYSE NYSE See: New York Stock Exchange :CNI (1) (Certified NetWare Instructor) See Novell certification. (2) (Coalition for Networked Information, Washington, DC, www.cni.org) A partnership of the Association of Research Libraries, CAUSE and EDUCOM, founded in 1990. ) This press release is neither an offer to sell nor a solicitation of an offer to buy any securities. Any such offering shall only be made by means of a registered prospectus. Canadian National Railway Company Canadian National Railway Company (NYSE: CNI, TSX: CNR) is a Canadian rail transportation company that operates the Canadian National Railway. It was created in December, 1918 as a Crown corporation of the Government of Canada to nationalize several bankrupt rail systems announced today that it is paying for 46,051,761 shares of Illinois Central Corporation ("IC") (NYSE: IC) common stock, representing approximately 75 percent of the outstanding IC common stock, at a price of US$39.00 per IC share. CN said that 46,869,935 shares were validly tendered and not withdrawn as of the expiration of the tender offer on March 13, 1998. As a result of the oversubscription Oversubscription The excess number of shares or bonds that investors want to buy but are not available due to high demand. of the tender offer, shares actually purchased from each tendering shareholder were subject to a final proration Proration A situation during a corporate action in which the available cash or shares are not sufficient to satisfy the offers tendered by shareholders. Therefore, a proportion of both cash and shares is granted for each offer tendered. factor of 98.254373 percent, as determined by the depository, Harris Trust Company of New York. Shares that were tendered but not purchased by CN will be promptly returned to shareholders. CN and IC will now proceed to consummate a second-step merger in which the remaining 25 percent of the IC shares will be exchanged for CN shares with a value equal to the same cash price paid in the tender offer, subject to certain collar arrangements. IC has approximately 61.4 million shares outstanding, giving the transaction a total equity value of approximately US$2.4 billion. The shares acquired by CN pursuant to the tender offer, as well as those to be acquired in the second step merger, will be placed in a voting trust pending approval of the transaction by the United States Surface Transportation Board. This approval is expected in the first half of 1999. Goldman, Sachs & Co. and Schroder & Co. Inc. acted as Dealer Managers for the offer and MacKenzie Partners, Inc. acted as Information Agent. CONTACT: Canadian National Railway Company Robert Noorigian, 514/399-0052 http://www.cn.ca or Canadian National Railway Company Mark Hallman, 416/217-6390 http://www.cn.ca or Abernathy MacGregor Frank Joele Frank, 212/371-5999 or Abernathy MacGregor Frank Judy Wilkinson, 212/371-5999 |
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