FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of May 2019
Commission File Number: 001-02413
Canadian National Railway Company
(Translation of registrants name into English)
935 de la Gauchetiere Street West
Montreal, Quebec
Canada H3B 2M9
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
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Form 20-F o |
Form 40-F x |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
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Yes o |
No x |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
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Yes o |
No x |
Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
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Yes o |
No x |
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
Canadian National Railway Company
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For CNs 100th anniversary, we invite you to discover, explore and celebrate the people, places and events that have made us who we are. Stopping in cities across North America, CN100 A Moving Celebration will be a travelling collection of informative experiences. It will be a great way for CNs extended family and friends to look back on the miles weve covered together and imagine what lies ahead. For the general public, it will be a warm reunion with a century-old neighbour, and a reminder of the ties that continue to bind us. Join us in celebrating 100 years on the move! cn.ca/cn100 Forward-looking statements Certain statements included in this document constitute forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 and under Canadian securities laws. By their nature, forward-looking statements involve risks, uncertainties and assumptions. The Company cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although reasonable at the time they were made, subject to greater uncertainty. Forward-looking statements may be identified by the use of terminology such as believes, expects, anticipates, assumes, outlook, plans, targets, or other similar words. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors which may cause the actual results or performance of the Company to be materially different from the outlook or any future results or performance implied by such statements. Accordingly, readers are advised not to place undue reliance on forward-looking statements. Important risk factors that could affect the forward-looking statements include, but are not limited to, the effects of general economic and business conditions; industry competition; inflation, currency and interest rate fluctuations; changes in fuel prices; legislative and/or regulatory developments; compliance with environmental laws and regulations; actions by regulators; increases in maintenance and operating costs; security threats; reliance on technology and related cybersecurity risk; trade restrictions or other changes to international trade arrangements; transportation of hazardous materials; various events which could disrupt operations, including natural events such as severe weather, droughts, fires, floods and earthquakes; climate change; labor negotiations and disruptions; environmental claims; uncertainties of investigations, proceedings or other types of claims and litigation; risks and liabilities arising from derailments; timing and completion of capital programs; and other risks detailed from time to time in reports filed by CN with securities regulators in Canada and the United States. Reference should be made to Managements Discussion and Analysis in CNs annual and interim reports, Annual Information Form and Form 40-F, filed with Canadian and U.S. securities regulators and available on CNs website, for a description of major risk factors. Forward-looking statements reflect information as of the date on which they are made. CN assumes no obligation to update or revise forward-looking statements to reflect future events, changes in circumstances, or changes in beliefs, unless required by applicable securities laws. In the event CN does update any forward-looking statement, no inference should be made that CN will make additional updates with respect to that statement, related matters, or any other forward-looking statement.
T O G E T H E R I N T O O U R N E X T C E N T U R Y 2 0 1 8 H IG H L IG H T S Solid top-line growth $14.3B REVENUES With approximately $1.3 billion of revenue growth in the final three quarters of the year, CN regained its position of strength, finishing with revenues up 10% over 2017. Improved operating efficiency $5.5B OPERATING INCOME Operating income up 5% over 2017. We are focused on operational productivity and services that resonate with customers. Strong earnings $5.87 DILUTED EPS $5.50 ADJUSTED DILUTED EPS1 While diluted earnings per share decreased 19% compared to 2017, adjusted diluted EPS1 increased 10%. Included in diluted EPS in 2017 was a deferred income tax recovery of $2.33 per diluted share, resulting from the enactment of a lower U.S. federal corporate income tax rate. 1. For an explanation of this non-GAAP measure, see the section entitled Adjusted performance measures in the Managements Discussion and Analysis in CNs annual report available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. The complete annual report is available for download at cn.ca/investors. 1C N 2 0 1 8 A N N U A L R E P O R T 10% 19% 5% 10%
T O G E T H E R I N T O O U R N E X T C E N T U R Y Growing our cold supply chain solutions CNs CargoCool® service transports temperature-sensitive goods quickly and cost-competitively using the largest domestic fleet of refrigerated containers and advanced monitoring systems to maintain the highest levels of product integrity and food safety while in transit. In 2018, we added 100 new reefers to our fleet (over 700 in total) to handle growth opportunities and develop new markets. CNs Grain Plan is the product of 2C N 2 0 1 8 A N N U A L R E P O R T CNs Grain Plan helps the Developing an Canadian supply chaininnovative transport option for bitumen extensive consultation with key We have made good headway with our stakeholders in Canada and reflects theenvironmentally secure process of transporting valuable feedback they have provided. Commercial bitumen as a solid pellet that floats and does contracts with reciprocal incentives are in place for not explode, leak or dissolve. CN signed an over 90% of our fleet. Four new export terminalsagreement with Wapahki Energy Ltd., a company and over 80% of new grain elevators are being owned by the Heart Lake First Nation, to build a built on our network. At the end of 2018, CNs grain $50-million production plant capable of turning movements were on a record-setting pace and up to 10,000 barrels of bitumen per day into almost 10% higher than the prior three-year average. CanaPuxTM. Building our infrastructure In 2018, we undertook the largest number of capacity infrastructure projects in CNs history, putting into service seven yard expansions, 11 siding projects and almost 60 miles of double track to create more places where trains can meet. In 2019, we plan to continue our ambitious program by adding close to 80 miles of new double track as well as three new or extended sidings.
Expanding our fleet CN has ordered 260 GE Tier 4 locomotives. We received 65 new locomotives in 2018 and will be taking delivery of 140 more in 2019, with the balance to be delivered in 2020. We are also acquiring 1,300 lumber cars and 1,000 boxcars to rejuvenate the fleet serving our forest products and metals customers. Additionally, we are acquiring 1,000 new high-capacity hopper cars over the next two years to replace aging equipment and meet the growing needs of our grain customers. Growing energy shipments in Western Canada Canadian crude exporters are taking advantage of CNs superior network to compensate for pipeline capacity constraints. And, frac sand producers in Wisconsin are taking advantage of CNs efficient single-line service to reach new frac sand unit train-receiving terminals in Alberta and British Columbia. A new propane terminal in Prince Rupert, expected to open in April 2019, will also be directly served by CN trains from the Alberta heartland. 3C N 2 0 1 8 A N N U A L R E P O R T Investing in safetyGrowing through technologypartnerships and We are investing in inspectionacquisitions technology for our trains and tracks. Our new AutomatedOur strategic acquisition Inspection Portals (AIPs) feature ultra-high-of Winnipeg-based TransX, one of Canadas definition panoramic cameras and infrared lighting oldest and largest transportation companies, that capture a 360° view of a train as it travelswill allow us to deepen our supply chain through the portal. These real-time inspections canflexibility and strengthen our intermodal then assist in identifying a railcar needing repair. business. The first four AIPs are currently commencing operation, with three more being installed on our system in 2019. Prince Rupert: fastest growing container terminal In 2018, our intermodal supply chain partners, the Port of Prince Rupert and DP World, celebrated a historic milestone, handling over one million containers for the first time in a calendar year. This remarkable performance was due to new marine carrier services, a new containerized bulk cargo facility, added capacity at Fairview Terminal, and CNs unmatched market access and fast delivery solutions.
T O G E T H E R I N T O O U R N E X T C E N T U R Y S H A R E H O L D ER A N D I N V E S T O R I N F O R M AT I ON Annual information form The annual information form may be obtained by writing to: Shareholder services Shareholders having inquiries concerning their shares, wishing to obtain information about CN, or to receive dividends by direct deposit or in U.S. dollars may obtain detailed information by communicating with: The Corporate Secretary Canadian National Railway Company 935 de La Gauchetière Street West Montreal, Quebec H3B 2M9 Computershare Trust Company of Canada Shareholder Services 100 University Avenue, 8th Floor Toronto, Ontario M5J 2Y1 It is also available on CNs website. Transfer agent and registrar Computershare Trust Company of Canada Telephone: 1-800-564-6253 investorcentre.com Offices in: Montreal, Quebec Toronto, Ontario Calgary, Alberta Vancouver, British Columbia Stock exchanges CN common shares are listed on the Toronto and New York stock exchanges. Ticker symbols: CNR (Toronto Stock Exchange) CNI (New York Stock Exchange) Telephone: 1-800-564-6253 investorcentre.com Co-transfer agent and co-registrar Computershare Trust Company N.A. Att: Stock Transfer Department Investor relations Paul Butcher Vice-President, Investor Relations Telephone: 514-399-0052 Overnight Mail Delivery: 250 Royall Street, Canton, MA 02021 Head office Canadian National Railway Company 935 de La Gauchetière Street West Montreal, Quebec H3B 2M9 Regular Mail Delivery: P.O. Box 43078, Providence, RI 02940-3078 Telephone: 1-800-962-4284 P.O. Box 8100 Montreal, Quebec H3C 3N4 4 C N 2 0 1 8 A N N U A L R E P O R T
S E L E C T E D R A I L R O A D S TAT I S T I CS u na u di te d 2018 2017 2016 Financial Key financial performance indicators Total revenues ($ millions) Rail freight revenues ($ millions) Operating income ($ millions) (1) Net income ($ millions) Adjusted net income ($ millions) (2) Diluted earnings per share ($) Adjusted diluted earnings per share ($) (2) Free cash flow ($ millions) (3) Gross property additions ($ millions) Share repurchases ($ millions) 14,321 13,548 5,493 4,328 4,056 5.87 5.50 2,514 3,531 2,000 13,041 12,293 5,243 5,484 3,778 7.24 4.99 2,778 2,703 2,000 12,037 11,326 5,032 3,640 3,581 4.67 4.59 2,520 2,752 2,000 Dividends per share ($) 1.82 1.65 1.50 Financial position Total assets ($ millions) Total liabilities ($ millions) 41,214 23,573 37,629 20,973 37,057 22,216 Shareholders' equity ($ millions) 17,641 16,656 14,841 Financial ratios Operating ratio (%) (1) Adjusted debt-to-adjusted EBITDA (times) (4) Return on invested capital (ROIC) (%) (5) Adjusted ROIC (%) (5) 61.6 1.94 16.7 15.7 59.8 1.75 22.4 15.9 58.2 1.85 16.0 15.8 Operations (6) Statistical operating data Gross ton miles (GTMs) (millions) Revenue ton miles (RTMs) (millions) Carloads (thousands) Route miles (includes Canada and the U.S.) Employees (end of year) 490,414 248,383 5,976 19,500 25,720 469,200 237,098 5,737 19,500 23,945 423,426 214,327 5,205 19,600 22,249 Employees (average for the year) 25,423 23,074 22,322 Key operating measures Rail freight revenue per RTM (cents) Rail freight revenue per carload ($) GTMs per average number of employees (thousands) Operating expenses per GTM (cents) (1) Labor and fringe benefits expense per GTM (cents) (1) Diesel fuel consumed (US gallons in millions) Average fuel price ($/US gallon) GTMs per US gallon of fuel consumed Car velocity (car miles per day) Through dwell (hours) (7) Through network train speed (miles per hour) (7) 5.45 2,267 19,290 1.80 0.58 462.7 3.32 1,060 188 8.3 18.0 5.18 2,143 20,335 1.66 0.54 441.4 2.74 1,063 211 7.7 20.3 5.28 2,176 18,969 1.65 0.57 398.9 2.34 1,061 236 6.9 22.5 Locomotive utilization (trailing GTMs per total horsepower) 208 225 230 Safety indicators (8) Injury frequency rate (per 200,000 person hours) Accident rate (per million train miles) 1.81 2.02 1.83 1.83 1.70 1.42 (1) The Company adopted Accounting Standards Update (ASU) 2017-07: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost in the first quarter of 2018 on a retrospective basis. Comparative figures have been adjusted to conform to the current presentation. For additional information, see Note 2 - Recent accounting pronouncements to CNs 2018 Annual Consolidated Financial Statements available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. (2) For an explanation of these non-GAAP measures, see the section entitled Adjusted performance measures in the Managements Discussion and Analysis in CNs annual report available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. (3) For an explanation of this non-GAAP measure, see the section entitled Liquidity and capital resources - Free cash flow in the Managements Discussion and Analysis in CNs annual report available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. (4) For an explanation of this non-GAAP measure, see the section entitled Liquidity and capital resources - Adjusted debt-to-adjusted EBITDA multiple in the Managements Discussion and Analysis in CNs annual report available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. (5) For an explanation of these non-GAAP measures, see the section entitled Return on invested capital (ROIC) and Adjusted ROIC in the Managements Discussion and Analysis in CNs annual report available on CNs website, Fourth Quarter and Full-Year Results at cn.ca/financial-results. (6) Statistical operating data, key operating measures and safety indicators are unaudited and based on estimated data available at such time and are subject to change as more complete information becomes available. Definitions of these indicators are provided on our website, cn.ca/glossary. (7) The Company no longer reports Terminal dwell and Train velocity and has replaced these measures with Through dwell and Through network train speed, respectively. Comparative figures have been adjusted to conform to the current presentation. (8) Based on Federal Railroad Administration (FRA) reporting criteria. 5C N 2 0 1 8 A N N U A L R E P O R T
935 de La Gauchetière Street West Montreal, Quebec H3B 2M9 cn.ca
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Canadian National Railway Company | ||
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Date: May 1, 2019 |
By: |
/s/ Cristina Circelli | |
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Name: |
Cristina Circelli |
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Title: |
Deputy Corporate Secretary and General Counsel |