Wisconsin Central stockholders approve merger agreement with CN

by Canadian Shipper

Wisconsin Central Transportation Corporation stockholders have approved the agreement and plan of merger by and between WCTC and a subsidiary of Canadian National Railway Company. Approximately 79% of WCTC’s 46.4 million shares outstanding were voted on the proposal, of which 99% supported the transaction.

“We are gratified by our stockholders’ strong support and
encouragement throughout our entire strategic review and implementation
process, culminating in today’s vote. The merger of WCTC and CN is the best
transaction for our shippers, stockholders and employees,” said Thomas F. Power, Jr., president and chief executive officer of WCTC.

Subject to regulatory approval of the Surface Transportation Board and
certain other conditions, stockholders of WCTC will be entitled to receive
$17.15 in cash for each outstanding share of common stock held on the
effective date of the merger.

WCTC expects the transaction will close, in the
fall of 2001, as long as the STB reviews the transaction as a “minor”
proceeding. WCTC and CN believe the merger should be treated as a minor one
by the STB, but, if it is not, CN has the option to terminate the merger
agreement without penalty.

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