Canadian Pacific Railway $6.7 billion notes offering

Davis Polk advised the joint book-running managers and representatives of the underwriters in connection with the offering by Canadian Pacific Railway Company of $1.5 billion aggregate principal amount of 1.350% notes due 2024, $1 billion aggregate principal amount of 1.750% notes due 2026, $1.4 billion aggregate principal amount of 2.450% notes due 2031, $1 billion aggregate principal amount of 3.000% notes due 2041 and $1.8 billion aggregate principal amount of 3.100% notes due 2051. Canadian Pacific concurrently issued a Canadian-dollar-denominated notes offering of C$1 billion aggregate principal amount of 1.589% notes due on 2023 and C$1.2 billion aggregate principal amount of 2.540% notes due 2028. The notes are guaranteed by Canadian Pacific Railway Limited, the parent company of Canadian Pacific Railway Company.

The net proceeds from the sale of the notes will be used in part by Canadian Pacific Railway Company to finance its acquisition of Kansas City Southern, a transaction which will create Canadian Pacific Kansas City, the only single-line railroad linking the United States, Mexico and Canada.

Based in Alberta, Canada, Canadian Pacific is a transcontinental railway in Canada and the United States with direct links to major ports on the west and east coasts. Canadian Pacific provides North American customers a competitive rail service with access to key markets in every corner of the globe and is growing with its customers, offering a suite of freight transportation services, logistics solutions and supply chain expertise.

The Davis Polk capital markets team included partners John G. Crowley and Derek Dostal and counsel Jennifer Ying Lan. Partner William A. Curran and associate Justin Corvino provided tax advice. Counsel David A. Zilberberg and associate Cristina Harshman provided environmental advice. All members of the Davis Polk team are based in the New York office.