A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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A Leading North American Transportation and Supply Chain Company INVESTOR PRESENTATION MAY 2019 TSX: CNR NYSE: CNI
Forward-looking statements Certain statements included in this presentation 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. 2019 key assumptions CN has made a number of economic and market assumptions in preparing its 2019 outlook. The Company assumes that North American industrial production for the year will increase by approximately two per cent, and now assumes U.S. housing starts of approximately 1.25 million units (compared to its January 29, 2019 assumption of approximately 1.28 million units) and U.S. motor vehicle sales of approximately 17 million units. For the 2018/2019 crop year, the grain crops in both Canada and the United States were in line with their respective three-year averages. The Company assumes that the 2019/2020 grain crops in both Canada and the United States will be in line with their respective three-year averages. CN assumes total RTMs in 2019 will increase in the high single digits versus 2018. CN assumes continued pricing above rail inflation. CN assumes that in 2019, the value of the Canadian dollar in U.S. currency will be approximately $0.75, and now assumes that in 2019 the average price of crude oil (West Texas Intermediate) will be in the range of US$60 to US$65 per barrel (compared to its January 29, 2019 assumption in the range of US$50 to US$55 per barrel). In 2019, CN plans to invest approximately $3.9 billion in its capital program, of which $1.6 billion is targeted toward track and railway infrastructure maintenance. 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 Management’s Discussion and Analysis in CN’s annual and interim reports, Annual Information Form and Form 40-F, filed with Canadian and U.S. securities regulators and available on CN’s 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. 2
Non-GAAP Measures CN reports its financial results in accordance with United States generally accepted accounting principles (GAAP). CN also uses non-GAAP measures in this presentation that do not have any standardized meaning prescribed by GAAP, including adjusted performance measures, free cash flow, adjusted debt-to-adjusted EBITDA multiple, adjusted dividend payout ratio, return on invested capital (ROIC) and adjusted ROIC. These non-GAAP measures may not be comparable to similar measures presented by other companies. For an explanation of adjusted dividend payout ratio, ROIC and adjusted ROIC, refer to the Appendix to this presentation. For further details of the other non-GAAP measures, including a reconciliation to the most directly comparable GAAP financial measures, refer to the supplementary schedules entitled Non-GAAP Measures for the 2019 First Quarter Results and for the years 2013 to 2018, as well as the Company’s 2012 Q4 Financial Statements, available at www.cn.ca/financial-results. CN's full-year adjusted earnings per share (EPS) outlook excludes the expected impact of certain income and expense items. However, management cannot individually quantify on a forward-looking basis the impact of these items on its EPS because these items, which could be significant, are difficult to predict and may be highly variable. As a result, CN does not provide a corresponding GAAP measure for, or reconciliation to, its adjusted EPS outlook. All amounts in this presentation are expressed in Canadian dollars, unless otherwise noted. 3
Investment Highlights: Long-term profitable growth Leveraging network advantages to support our operational and service excellence Delivering 15%+ adjusted ROIC year after year since 2012 Solid pipeline of growth opportunities (organic and inorganic) 4
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 5
Company Highlights Summary • Market capitalization of ~$90B • True backbone of the North American economy • Uniquely connecting 3 coasts • Strong profitable growth over the years • Solid track record in creating value for customers and shareholders
A true backbone of the North American economy 19,500 6.0M • Only Class I network spanning Canada Route miles Carloads and mid-America, connecting North America to global markets on 3 coasts, providing geographic, customer and product diversity $250B+ $3.5B • Co-production agreements, routing Value of goods handled Capital investments protocols, marketing alliances and interline agreements providing additional connections to consumers across North America $41.2B 25,720 Assets Employees (end of period) Note: As at or for the year ending December 31, 2018. 7
Financial highlights Consistently delivering 15%+ ROIC since 2012 Change Q1 Favorable 2012 2013 2014 2015 2016 2017 2018 CAGR 2019 (Unfavorable) (1) Total revenues ($M) 9,920 10,575 12,134 12,611 12,037 13,041 14,321 6% 3,544 11%) Operating income ($M) 3,552 3,819 4,498 5,155 5,032 5,243 5,493 8% 1,080 5%) Diluted earnings per share ($) 3.06 3.09 3.85 4.39 4.67 7.24 5.87 11% 1.08 8%) Adjusted diluted earnings per share ($) (2) 2.81 3.06 3.76 4.44 4.59 4.99 5.50 12% 1.17 17%) Free cash flow ($M) (2) 1,661 1,623 2,220 2,373 2,520 2,778 2,514 7% 286 (11%) Operating ratio (%) 64.2 63.9 62.9 59.1 58.2 59.8 61.6 69.5 (170 bps) Adjusted operating ratio (2) 64.2 63.9 62.9 59.1 58.2 59.8 61.5 67.2 60 bps Share repurchases ($M) 1,400 1,400 1,505 1,750 2,000 2,000 2,000 6% 432 Dividends per share ($) 0.75 0.86 1.00 1.25 1.50 1.65 1.82 16% 0.5375 18% Adjusted debt-to-adjusted EBITDA multiple (times) (2) 1.71 1.74 1.63 1.77 1.85 1.75 1.94 2.01 Return on Invested Capital (ROIC) (%) (3) 17.3 15.4 16.6 16.8 16.0 22.4 16.7 Adjusted ROIC (%) (3) 16.0 15.2 16.2 17.0 15.8 15.9 15.7 (1) Q1 2019 vs Q1 2018. (2) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of these non-GAAP measures. (3) Please see the Appendix for an explanation of these non-GAAP measures. 8
Managing a balanced set of key metrics to create shareholder value year after year Return to In 2018 Adjusted OR (1) Free Cash Flow (1) Shareholders 61.5% $2.5B $3.3B Amongst industry leaders Steady generation Solid distributions balanced in efficiency ensuring financial between dividends and flexibility share repurchases From RTM CAGR Adjusted ROIC (2) Diluted EPS CAGR 2012 to 2018 3.5% 15-17% 11% Outpacing peers Consistent track record Creating shareholder value with faster RTM growth based on disciplined year after year capital deployment (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of these non-GAAP measures. (2) Please see the Appendix for an explanation of this non-GAAP measure. 9
Driving long-term profitable growth Scheduled Railroading was pioneered by CN more than 15 years ago and remains the foundation of our operating model. Along with our established supply chain focus, we are now advancing on our strategic agenda, leveraging our strong pool of talent and digitizing operations to reduce cost, all while maintaining safety as our core value. Scheduled Railroading Expanding rail business The foundation Organic growth Safety Inorganic growth Technology deployment People talent People talent Supply chain service that wins Disciplined capital allocation Balancing OR and ROIC 10
CN delivers strong profitable growth over the years Amongst industry leaders in margins Industry Operating Ratios (%) (Expenses / Revenues) 90% RTM CAGR (1) 85% 80% 3.5% 75% 70% 2.2% 65% 1.8% 60% 1.7% 55% 50% -1.5% 45% -1.6% 40% 2012 2013 2014 2015 2016 2017 2018 NSC KSU UP CP CSX CN (1) RTM CAGR is calculated from 2012 to 2018. 11
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 12
Our Key Strengths Summary • Highly experienced leadership team • Expansive network footprint with diversified product and customer base • Structural network advantage around Chicago • Exclusive access to Prince Rupert’s deep-sea port • Customer-centric structure • Deploying key technology projects
Highly experienced leadership team JJ Ruest Mike Cory Ghislain Houle President & Executive VP & Executive VP & Chief Executive Chief Operating Chief Financial Officer Officer Officer • 22 years with CN • 37 years with CN • 21 years with CN • Served as CMO for 8 years • Led all 3 operating regions • Qualified conductor and engineer Sean Finn Keith Reardon James Cairns Executive VP Senior VP Senior VP Corporate Services & Consumer Product Rail Centric Supply Chief Legal Officer Supply Chain Chain • 25 years with CN • 19 years with CN • 31 years with CN • 10 years in current role • 6 years leading Intermodal at CN • Over 20 years in carload markets • Operational experience Michael Foster Kim Madigan Paul Butcher Senior VP & Senior VP Human VP Investor Relations Chief Information Resources and Technology Officer • 23 years of experience in IT & logistics • 19 years with CN • 25 years with CN • Joined CN in 2018 from Fedex • 10 years in current role • 2.5 years in current role For more information on CN’s company officers, please visit www.cn.ca/company-officers 14
Promotion of internal seasoned Scheduled Railroaders Derek Taylor James Thompson Doug VP Southern Region VP Western Region MacDonald VP Eastern Region • Deep operational capability • Deep operational capability • Bringing commercial depth to operations • Quickly converts plans into actions • Focused driver of results • Focused on getting things done Doug Janet Drysdale Michael Ryhorchuk VP Financial Planning Farkouh VP Network VP Railroad and Operations Network Technology Deployment • Deep operational knowledge of network • Versatile and adaptable executive • Deep operational knowledge • 36 years with CN • Experienced across multiple functions • Next generation of industry-leading scheduled railroading technology Buck Rogers Allen Foster Kelly Levis VP Petroleum and VP Bulk VP Industrial Chemicals Products • Solid operator • Solid operator • North American market experience • Experience in petroleum and chemical • Solid commercial experience in grain, • Solid know-how in forest and industrial markets coal and fertilizer markets markets For more information on CN’s company officers, please visit www.cn.ca/company-officers 15
Advancing our agenda with injection of external talent with diversified expertise in the last 2 years Raj Gupta Jim Sokol Paul Harridine VP System VP Mechanical VP Procurement Engineering & Supply Management • Trinity Rail Products • Southwest Airlines • DS Smith plc • Rail, Automotive, Aerospace, Industrial • Analytics based reliability strategy • Supply management, procurement and experience supply chain expert Mitch Beekman Martin Guimond Mike Jones VP Safety & VP Multimodal President (TransX) Environment Operations • British Petroleum • British American Tobacco • TransX • Environment, health & safety expert • Strong multimodal know-how • Solid experience in intermodal Mohit Bhat Nayan Bharadwa Assistant VP Enterprise Assistant VP Operational Architect Technology • Mphasis • Wind River (Intel Sub) • Digital expert • Proficiency with optimized, scalable technology For more information on CN’s company officers, please visit www.cn.ca/company-officers 16
Expansive network footprint enabling a well-diversified portfolio Global West 25% • Only Class I railroad reaching 3 coasts Domestic Canada 16% with its network • Originating carrier for over 85% of traffic Global East 5% Transborder 35% moving on CN’s Southbound 24% network Northbound 11% • Over 65% of traffic Well-diversified portfolio originating and Domestic U.S. 16% Intermodal 24% terminating on CN’s Petroleum and Chemicals 21% network Grain and Fertilizers 16% • Diversified product Forest Products 13% and customer base Metals and Minerals 12% limiting exposure to Automotive 6% economic cycles Global South 3% Coal 4% Other Revenues 4% Based on Q1 2019 revenues The map refers to traffic density based on annualized rates of Q1 2019 gross ton mile (GTM) production (million GTMs per route mile). For more information on CN’s network, please visit www.cn.ca/en/our-services/maps-and-network 17
Structural network advantage around Chicago providing speed and service advantages Chicago is one of North America’s largest To / From Vancouver and Prince Rupert freight hubs • More than 25% of U.S. rail traffic touches Chicago at some point on its route (1) • 500 freight trains and 800 passenger trains pass through Chicago on a daily basis (2) • Freight volumes shipped from Illinois expected to rise 30% and shipments passing through Illinois expected to grow 25% over the next 30 years (3) CN acquired the EJ&E in 2009 to secure an exclusive outerbelt around Chicago’s highly congested downtown area • 2x speed advantage through Chicago vs other Class I railroads To / From Montreal and Halifax • More efficient interchange points with other carriers • More reliable service To / From New Orleans and Mobile (1) Kristine Owram, November 18, 2015, http://business.financialpost.com/welcome-to-chokepoint-usa (2) Chicago Region Environmental And Transportation Efficiency (CREATE) Program, www.createprogram.org (3) Illinois Section American Society of Civil Engineers, Rail – 2018 Report Card for Illinois’ Infrastructure, https://www.infrastructurereportcard.org/wp-content/uploads/2016/10/FINAL-REPORT-CARD-FOR-2018-IL-Infrastucture.pdf 18
Exclusive access to Prince Rupert, North America’s fastest growing deep-sea port • Closest North American deep-sea port to Asia • Deepest natural harbour in North America (35 meters channel depth) • Lowest rail grades of all West Coast railroads across the Rockies, giving CN a natural cost advantage to and from the center of the continent Opportunities to increase natural resources exports from Prince Rupert 19
Customer-centric structure providing focus and accountability to SERVE and GROW different segments Rail-Centric Consumer Product Activities + Activities Segments served Bulk and Merchandise Intermodal and Automotive Organizational scope Sales, marketing and Sales, marketing and non-rail operations terminal first / last mile operations Dedicated facilities • 31 transload facilities • 23 container terminals • 4 Great Lakes • 19 Autoport locations bulk docks • More than 1,100 CNTL local delivery truck fleet Growth levers Organic growth + Relevant bolt-on acquisitions 20
Leveraging advanced technology to improve safety, efficiency and productivity Smart Network Mobile device for conductors Mobile device for carmen Robotic Process Air repeater car Automation Automation of track Automation of train inspection inspection 21
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 22
Balancing Operational and Service Experience Summary • Commitment to operational and service excellence • History of long siding investments to maximize train length • Priority on re-investing in the business to accommodate solid pipeline of growth opportunities • Long-term commitment to running a sustainable railroad
Improving operating and service metrics Port Dwell Grain Spotting Order Fulfillment Days Cars per week % of orders receiving cars Prince Rupert Delta Port 2017/18 2018/19 2018 2019 8.0 120% 6,000 6.0 100% 5,000 ~5,160 95% 4.0 80% 4,000 2.0 3,000 60% ~2 days 0.0 2,000 40% Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week Week 01 03 05 07 09 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 47 49 51 11 13 17 21 25 27 29 31 33 35 37 39 May 43 47 51 3 5 7 9 Nov Jan Aug Dec Jun Jul Apr 18 Jun 18 Aug 18 Oct 18 Dec 18 Feb 19 Apr 19 Aug Oct Dec Feb Apr Jun Jan Mar May Jul Sep Nov Car Velocity Through Network Train Speed Through Dwell Car miles per day mph hours 2018 2019 2018 2019 2018 2019 250 13.0 225 225 21.0 11.0 200 19.7 19.0 175 9.0 150 17.0 7.0 7.0 125 100 15.0 5.0 Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov 24
Investing in long sidings to enable longer trains and capacity ~200 long siding and double track investments since 2000 New long siding, long siding extension or double track investment since 2000 Pre-2000 long siding, long siding extension or double track investment miles of track ~ 600 installed in each of last few years ties ~ 2M installed in each of last few years 25
2019 network infrastructure and high horsepower locomotive additions Legend New long siding / track Double track Taverna – Prince Rupert Prince Rupert 3 miles double track 1 new siding New locomotive delivery: Winnipeg – Edmonton Edmonton Q1 063 (delivered) Taverna 49 miles double track Q2 052 Vancouver Winnipeg Regina Q3 020 Edmonton – Vancouver 18 miles double track Q4 005 Chicago – Winnipeg 8 miles double track 1 new siding Total 140 (~$500M) Detroit Chicago Capacity Equipment Deploying key technology projects Meeting PTC milestones Supporting our solid pipeline of growth opportunities in diverse markets 26
CN Railroaders: Strong pool of human assets to leverage Talent to win • Put best 2% talent into most critical value roles • Invest into those critical roles of the future • Recruit and acquire missing value roles – to attain strategic agenda • De-layer, reduce management structure – reduce bureaucracy / labour cost, be more agile Position Number of employees (1) Expiration Labour stability Conductors and yard coordinators 3,630 July 22, 2019 Canadian Track forces 2,772 December 31, 2023 Shopcraft 2,043 December 31, 2022 unionized Locomotive engineers 2,094 December 31, 2022 workforce Clerical and Intermodal 1,789 March 31, 2019 (pending ratification) Signals and communications 733 December 31, 2021 (1) As at December 31, 2018. Excludes rail traffic controllers, special agents and other. 27
Delivering safely and responsibly Building safety into all we do Reducing carbon emissions FRA Train Accident Ratio (1) Fuel Efficiency (accidents per million train miles) (GTMs per US gallon ) 2.73 1,061 1,063 1,060 2.06 2.02 1.83 1,040 1.42 1,019 2014 2015 2016 2017 2018 2014 2015 2016 2017 2018 Moving freight by rail instead of heavy truck CN continues to invest in our infrastructure, reduces greenhouse gas emissions by 75% (2) technology, processes and people to improve safety and enhance our safety culture CN is ~15% more fuel efficient than the rail industry average (3) (2) Association of American Railroads (1) U.S. Federal Railroad Administration (3) Based on 2017 data. 28
Leading in Sustainability CN’s commitment to sustainability Environment People is a long-term strategic priority, Conduct our operations with Provide a safe, supportive and extending to all aspects of the minimal environmental impact, diverse work environment business, from the field to the while providing cleaner, more where our employees can sustainable transportation grow to their full potential and boardroom, to customer services to our customers. be recognized for their interactions. contribution to our success. Our vision guides how we conduct Safety Community our business every day and Be the safest railroad in North Build safer, stronger defines our contribution to building America by establishing an communities by investing in uncompromising safety community development, a more sustainable future. Five key culture and implementing a creating positive socio- areas of focus anchor our management system designed economic benefits and to minimize risk and drive ensuring open lines of sustainability commitment: continuous improvement. communication. Governance Continuously improve our culture of integrity and ethical business, building trust and confidence with all our stakeholders. For more information on CN’s sustainability strategy, please visit www.cn.ca/delivering-responsibly 29
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 30
Markets Summary • Growth opportunities remain solid across our diverse book of business • Intermodal remains a key growth driver • Coal business has potential to reach record levels • Canadian grain is a positive story for CN • Short-term crude by rail opportunities remain strong
Market outlook remains solid Rail Centric • Short-term softness in crude by rail related to mandated production curtailment and crude spread below US$15 Supply Chain • Mid-term outlook remains positive as new pipeline capacity continues to be pushed back Growth • New resource export business starting in May • Vista coal mine in Alberta shipping thermal coal to Asia • New Alberta propane export via Prince Rupert to Asia • U.S. thermal coal exports neutral on high stockpiles in Europe • Securing frac sand volumes (Northeast U.S. and Western Canada) through strong partnerships • Lumber orders remain solid • Continue to move record amounts of Canadian grain Consumer • International intermodal traffic remains steady • Zim Integrated Shipping Services now calling Port of Prince Rupert Product Supply • Strong international reefer volumes • New auto parts import business into North America starting mid-Q2 Chain Growth • Strengthening our position in the domestic consumer economy • Cross-pollination has begun between CN and TransX • 500 new interline Equipment Management Pool (EMP) containers expected to be fully in service mid-Q2 • Growth in CargoCool® ̶ working closely with wholesale partners • North American motor vehicle sales remain soft • Original Equipment Manufacturer (OEM) production backlog expected to support solid Q2 • Renewed contract with Ford on vehicles and parts Continue to expect high single-digit RTM growth in 2019, with pricing above rail inflation Rail Centric Supply Chain Growth is comprised of the following: Petroleum and Chemicals, Metals and Minerals, Forest Products, Coal, and Grain and Fertilizers. Consumer Product Supply Chain Growth is comprised of the following: Intermodal and Automotive. Please see Forward-Looking Statements at the beginning of this presentation. For more information on the different markets CN serves, please visit www.cn.ca/en/your-industry 32
International intermodal: Volumes driven by unrivaled access to the 3 coasts through 14 different port terminals PORT OF HALIFAX (2 terminals) • CN-exclusive PORT OF PRINCE RUPERT • Capacity: 1,400k TEUs (1 terminal) • Closest port to Europe • CN-exclusive • Volume growth of 16% in 2017 • Closest port to Asia TOTAL ADDRESSABLE PORT OF MONTREAL • Capacity: 1,350k TEUs MARKET (TAM) (4 terminals) • 1,600k TEUs by 2021 10-12 M TEUs* • Capacity: 1,850k TEUs (+250k TEUs to come) • 1,800k TEUs by 2022 • New terminal in Contrecœur adding 1,150k TEUs by 2023 PORT OF VANCOUVER (4 terminals) • Capacity: 3,600k TEUs • DeltaPort expanded by 600k TEUs in late 2018 • Centerm expansion of 600K by 2022 • Vanterm expansion of 250K by 2022 PORT OF QUEBEC (Beauport) • Potential capacity of 500K TEUs by 2020 CN Network 23 intermodal terminals across N.A. advantage in Chicago PORT OF MOBILE (1 terminal) • 11 in Canada, serving all major cities • Near-dock rail service and • New Regina terminal opening in 2019 vessel calls from Asia • Capacity: 475k TEUs • 12 U.S. terminals covering key markets • Expansion of 175k TEUs to be completed by end of 2019 PORT OF NEW ORLEANS (2 terminals) * TEU: Twenty-foot equivalent unit (intermodal shipping container) • On-dock rail service • Capacity: 900k TEUs Please see Forward-Looking Statements at the beginning of the presentation. 33
International Intermodal: Prince Rupert continues to add capacity 2019-2021 Looking ahead to 2020-2022 Prince Rupert • June 2018 announcement of next expansion at Prince Rupert 1,350k TEUs of rail capacity in place • + 250,000 TEUs by 2021 • 100% CN share • + 200,000 TEUs by 2022 • Logistics park in Prince Rupert (dry & cold supply chain, free trade zone logistics) $300–325M • New inland destination terminals Est. incremental revenues over 2019-2021 Please see Forward-Looking Statements at the beginning of the presentation. 34
International Intermodal: CN investing in rail capacity in the Vancouver area to support growth 2019-2021 North Vancouver Deltaport Lynn Creek Yard 600,000 TEUs of new rail capacity in Centerm Vanterm late 2018 • At 70% CN share, the CN historical rail capacity Vancouver Yard • Aiming to be near 80% capacity 3 years from start-up $250–275M Est. incremental revenues over 2019-2021 Lulu Island Yard South Shore Capacity Projects: Vancouver Double track to the expanding South Shore Centerm & Thornton Yard Vanterm terminals Vancouver • $85M jointly funded by CN, Fraser Surrey Intermodal PMV, Federal Docks Terminal • Q3 2017 – expression of interest filed with Government of Canada • February 2019 – agreement signed • Q3 2021 – expected North Shore Capacity Projects: completion of project Staging track and tunnel improvements to increase capacity for expanding North Shore terminals • $214M jointly funded by CN, PMV, CN Federal • Q3 2017 – expression of interest CN Trackage Rights filed with Government of Canada • April 2019 – agreement signed Container terminals • End of 2020 – expected CN Yard completion of project Deltaport Please see Forward-Looking Statements at the beginning of the presentation. 35
Domestic Intermodal: $250-375M opportunity of potential incremental revenues over 2019-2021 Gaining market share through strong Expect 4-6% Wholesale partnerships with the industry’s best CAGR Full membership in EMP program Acquisition of TransX Retail Gaining market share through door-to-door Strong growth with Cargo Cool Significant investments in intermodal terminals and equipment Please see Forward-Looking Statements at the beginning of the presentation. 36
Coal: CN’s franchise is well-positioned to take advantage of coal export opportunities Q1 2019 CN Coal Revenue Breakdown Thermal Metallurgical Total Canadian coal Export 41% U.S. coal Export 33% - 33% 59% U.S. Domestic 26% - 26% 41% Canada Coal 80% Pet coke 20% 37
Coal: Up to $350M of potential incremental revenues over 2019-2021 Canadian Export Coal U.S. Export Coal Metallurgical coal Thermal coal • Brule mine opened in Q4 2016 • Export market from Illinois Coal Basin • 3M tons annual capacity • Wolverine mine opened in Q1 continues to expand to feed emerging 2017 markets such as India, North Africa, Turkey, • 1.7M tons annual capacity in addition to Western Europe • Willow Creek mine opened • Sugar Camp mine: 13.5M tons capacity in Q3 2018 • 1.7M tons annual capacity • Williamson mine: 7.5M tons capacity • CN provides the only direct access unit train • Opened in Q3 2018 from the Illinois Basin to major export • 2M tons annual capacity with the potential to go up to 4M tons terminals on the Gulf Coast • Convent Marine Terminal (LA) • Mobile Port (AL) Thermal coal • These modern terminals are equipped with • Vista mine opening in May 2019 • 6M tons annual capacity, with the loop tracks to unload coal for stock pile or potential to go up to 12M tons directly into vessels Please see Forward-Looking Statements at the beginning of the presentation. 38
Grain: CN investing in its network and equipment to better serve its customers Canada United States Canadian Grain Production (1) (millions of metric tonnes) 68% U.S. Corn and Soybean Production CN Draw Territory (IL, IA, MI, WI) 32% (billions of bushels) of CN grain 7.3 of CN grain 73.0 70.5 70.3 (2) revenues 7.1 (3) revenues originate from 7.0 originate from 65.0 6.8 63.0 Canada (4) the U.S. (4) 6.6 Regulated grain: Domestic U.S. 78% of Canadian grain: 54% of U.S. grain revenues (4) grain revenues (4) 14/15 15/16 16/17 17/18 18/19 E 14/15 15/16 16/17 17/18 18/19 E • Leveraging our investments in longer sidings and new high-horsepower locomotives to accommodate longer trains • Working closely with grain customers • 1,000 new generation hopper cars (up to 10% more capacity per car) • Close to 400 delivered in Q1 2019 • Increased customer participation in CN’s Western Canada fleet integration program • Increased number of private unit trains in CN’s Western Canadian grain service (1) Six major grains (wheat, barley, canola, oats, flax, rye) + lentils and peas. (2) Statistics Canada, September 2018. (3) USDA WASDE Estimates, September 2018. (4) Based on Q1 2019 revenues. Please see Forward-Looking Statements at the beginning of the presentation. 39
Grain: CN operating the majority of new grain elevators built in Canada since 2015 Est. incremental revenue range Annual crop tonnage CN export grain share 2019-2021 growth est. growth $100 – 150M 2 – 2.5% CAGR 50% (2018) / 55%+ (by 2022) 21 new grain elevators built on CN lines: Waterfront export facilities Ray-Mont Logistics Announced In operation 14 20 CN Viterra Completed exclusive Announced 6 G3 GrainsConnect, Viterra P&H G3 Shared 1 Grains Grains GrainsConnect Connect Connect ILTA G3 P&H Viterra G3 Viterra P&H Other 4 Fraser Grain Terminal, G3 G3, Fibreco P&H G3 G3 Viterra Please see Forward-Looking Statements at the beginning of the presentation. 40
Lumber and Panels: Steady growth in U.S. housing market CN Lumber / Panel Volumes to the U.S. (thousands of carloads) Panels Lumber U.S Housing Starts (000s) 200,000 187 2,000 1,801 170 168 164 160 180,000 1,800 150 149 141 160,000 1,600 140,000 1,400 1,327 1,211 1,262 1,250 1,174 * 1,200 1,139 120,000 1,112 100,000 1,003 1,000 925 80,000 781 800 60,000 600 40,000 38 37 400 20,000 CAGR 3% 200 - - 2006 2012 2013 2014 2015 2016 2017 2018 2019* Q1 18 Q1 19 • Largest carrier of forest products among Class I railroads • Opportunities available in our Western Canadian lumber and panel franchise • Over 10% of CN revenues tied to housing • U.S. remains an important market for Canadian lumber producers • Acquiring 850 new centerbeam cars in 2018-2019 CN volumes include Canadian and U.S. origins. *Please see Forward-Looking Statements at the beginning of this presentation. 41
Wood Pellets: Growth driven by Asian market Total Short Tons Shipped Pinnacle Renewable Energy Pacific Bioenergy (millions) Legend 2.2 Canfor Energy North Premium Pellet 2.1 2.1 1.7 1.7 1.7 1.6 Fort St. John Chetwynd 2012 2013 2014 2015 2016 2017 2018 Prince Rupert • Exports to Asia represent ~20% of CN Houston shipments (Japan, South Korea) Burns Lake Prince George • Further upside from new renewable energy Vanderhoof targets in Japan, requiring a shift away from coal Colebank Entwistle, AB • Expansion projects at Smithers, BC Williams Lake and Entwistle, AB • Production efficiency project at Watson, BC 2019- 2020 • Agreement to purchase all wood Outlook pellets produced at Skeena’s new state-of-the-art pellet plant at Terrace, Armstrong BC Vancouver • Long term supply agreement with Japanese Lavington power producers 42
Automotive: CN network providing direct access to 15 major metropolitan dealer markets across North America Access to 13 assembly plants in Ontario, Michigan and Mississippi • CN has a 70% rail share of motor vehicles sold in Canada • Rail-direct service from West Coast to Detroit to handle imported vehicle parts in containers 43
Automotive: Higher demand for SUVs and light trucks SUVs and light trucks still gaining SUVs produce 50% more carloads share in North America than sedans North American SUV and light truck sales • 10 SUVs in a 2-level carload (M units) 25 70% 20 60% 50% 15 40% 10 30% 5 20% • 15 sedans in a 3-level carload 10% 0 0% 2012 2013 2014 2015 2016 2017 2018 Car Truck % Truck Source IHS: January 2019 44
Crude oil: Growth expected when Western Canada Select spread widens to US$15 Crude oil shipments: carloads Significant ramp-up in crude volumes in H2 2018, Volumes in Q1 2019 with December as peak declined from mandated production curtailments ~127,000 ~98,000 ~36,000 ~13,000 ~82,000 ~10,000 ~52,000 ~61,000 ~20,000 ~20,000 ~6,000 ~7,600 ~4,000 ~11,000 ~15,000 2014 2015 2016 2017 2018 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 Annual carloads Quarterly carloads Monthly carloads Crude oil shipments: barrels per day (bpd) ~251,000 ~232,000 ~209,000 ~187,000 ~162,000 ~129,000 ~131,000 ~145,000 ~133,000 ~101,000 ~116,000 ~85,000 ~99,000 ~69,000 ~86,000 2014 2015 2016 2017 2018 Q1-18 Q2-18 Q3-18 Q4-18 Q1-19 Dec-18 Jan-19 Feb-19 Mar-19 Apr-19 Annual bpd Quarterly bpd Monthly bpd Please see Forward-Looking Statements at the beginning of the presentation. 45
Petrochemical: $200-250M opportunity of potential incremental revenues over 2019-2021 Alberta Industrial Heartland Prince Rupert • Nauticol • Inter pipeline Ontario Unit trains will feed Prince Rupert’s propane export • Pembina terminals by 2019-2020 • NOVA (Sarnia, ON) • Greenergy terminal • Altagas/Vopak RIPET (Johnstown, ON) (2020) terminal • Pembina (Watson Island) U.S. Gulf • Westlake (Geismar, LA) • Exxon (Baton Rouge, LA) • Wanhua (Convent, LA) 2019-2023 4 new petrochemical plants announced 3 new petrochemical major expansions announced outlook Inter pipeline (2021) Westlake Chemical (2019) Wanhua (2021) NOVA Chemicals Nauticol (2021) (2022) Pembina/PIC ExxonMobil (2021) Heartland (2023) 46
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 47
Innovating Everywhere Every Day Summary • Focus on select number of technology projects that can be implemented and drive value in the short-term • Digitizing rail operations improves costs • Rolling out pilot projects in 2019 • Leveraging technology for a safer and more efficient network
Track Evaluation System (TEST) cars Leveraging technology to improve inspection productivity • Utilize multiple technologies to automate Engineering track inspections • Improve quality and reliability by providing consistent, reliable and objective inspection results • Reduce track inspection labour costs while maintaining and improving network integrity and safety • Decrease track time requirements and reduce safety risks associated with performing visual inspections • Provide richer and more frequent data sets to generate stronger predictive analytical models Plan to add 5 TEST cars in 2019 49
Automated Inspection Portals (AIP) Deploying the next generation of inspection technologies First AIP installed in Winnipeg Next Steps • Improve asset reliability and availability • Network-scale rollout (Toronto, Memphis • Shift toward predictive maintenance (versus and Fulton) reactive) • Assessing broad spectrum of relevant use • Better workforce utilization cases for visual recognition across CN’s • Reduce disruptions operations • Enhance network safety and security • Prioritizing applications that improve safety, effective capacity, and operational • Create effective capacity efficiency • Improve overall customer experience In 2019, 7 portals expected to be operational in Winnipeg (4), Toronto (1), Memphis (1) and Fulton (1) 50
Mobile applications A new breed of connectivity targeting Operations productivity Mobile device for carmen • Streamline the process for Car Mechanics to report their work directly on device • Improve supervisors’ visibility of work progression and efficiency with remote communication of instructions • Increase data accuracy and scope of work billed • Serve as a platform for future mobile mechanical information exchange • Rollout started in Q1 2018 (500 devices) Mobile device for conductors • Increase operational visibility, productivity and fluidity as conductors receive their work instructions directly on a mobile device • Speed up information flow to customers and increase accuracy in reporting • Enable dynamic planning and work assignment, staying current on progress • Pilot rollout scheduled for Q3 2019 (9,500 devices) Documentation on mobile device • Improve safety and productivity with easier navigation and access to rules, customization of content and more robust update process • Improve ergonomic experience for crews and reduce environmental footprint • Rollout scheduled for Q3 2019 51
Seamless border crossing Live-Lift at Ranier and Port Huron Robotic Process Automation Border Crossings Live-Lift for single container inspection minimizes train Robotic Process Automation (RPA) is used to automatically delays - speeding up border crossings for our customers and proactively monitor shipments crossing the border for completeness of customs information, in an effort to speed CN efficiently facilitates the handling of containers and train up the traffic through the border, minimize stops and loading plans for inspection releases. Live-Lift has reduce overall clerical effort eliminated the majority of U.S.-rejected containers - reducing transit times and delays Designed to automate low value, high volume manual clerical activities, allowing greater focus of human capital In March 2018, CN completed a major expansion project on more value-added tasks and nearly doubled our Ranier border crossing facility. Implemented Live-Lift at Port Huron, MI border crossing in Since spring 2018, a total of 12 out of 13 borders are now Q4 2018 monitored via RPA, resulting in a 70% reduction of related border stops. Expect to implement RPA at Rainer border CN’s Ranier facility now provides a full range of inspection crossing in Q4 2018 services similar to those found at U.S. major ports of entry 52
Procurement & Supply Management transformation $70M savings achieved after one year with potential $130M cumulative savings upon completion People Process Technology • Strengthening the team and • Implementing category • Moving spend through upgrading skills through management, structuring preferred channels to training, development and portfolios of spend that increase spend visibility, external recruitment mirror the supply market strengthen compliance • Leveraging cross-functional to ensure CN leverages its and help identify category teams to identify total spend opportunities through and deliver on performance data analytics improvements across quality, • Procurement strategy cost, reliability and innovation driven by a total cost of • Implementing leading KPIs ownership approach contract management and eProcurement systems • Driving a continuous improvement culture focused on value creation, teamwork and problem-solving Currently ahead of target on expected cost savings from investment of $25M to transform our Procurement & Supply Management function over 3 years 53
Content Balancing 1 Company Highlights 2 Our Key Strengths 3 Operational and Service Experience Innovating Creating 4 Markets 5 Everywhere Every Day 6 Value for Shareholders 54
Creating Value for Shareholders Summary • Delivering solid results over the years • Solid free cash flow generation • Strong focus on re-investing in the business while generating 15%+ adjusted ROIC (1) • Rewarding shareholders through dividends and share buybacks • Consistently increasing dividends per share every year since IPO in 1995 (16% CAGR) (1) Please see the Appendix for an explanation of this non-GAAP measure.
Delivering solid results over the years Revenues ▲11% Net Income ▲6% Q1 19 vs Q1 18 Q1 19 vs Q1 18 $M $M 14,321 5,484 13,041 12,134 12,611 12,037 9,920 10,575 4,328 3,538 3,640 3,167 2,680 2,612 3,194 3,544 CAGR 6% CAGR 8% 741 786 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 Diluted EPS ▲8% Adjusted Diluted EPS (1) ▲17% Q1 19 vs Q1 18 Q1 19 vs Q1 18 $ per share $ per share 7.24 5.87 5.50 4.67 4.59 4.99 4.39 4.44 3.85 3.76 3.06 3.09 2.81 3.06 CAGR 11% 1.00 1.08 CAGR 12% 1.00 1.17 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure. For more financial information, please visit www.cn.ca/en/investors 56
Free Cash Flow Steady cash flow generation Free Cash Flow (1) $M 2,778 2,520 2,514 2,373 2,220 1,661 1,623 322 286 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure. 57
Disciplined capital investments Investing to support our business and committed to investing for the long-term Capital Investments and Adjusted ROIC (1) in $M & % respectively 4,500 30.0% 4,000 3,900 28.0% 3,500 3,531 PTC (2) 26.0% • Strong capital Equipment program driving 2,752 safety, fluidity and 3,000 24.0% 2,706 2,703 2,297 productivity 2,500 22.0% 2,017 2,000 1,825 20.0% 17.0% Infrastructure • Adjusted ROIC (1) maintenance 1,500 18.0% 16.2% 1,000 16.0% 15.2% 15.8% 15.9% 15.7% 16.0% used to measure efficiency of CN’s long-term capital 500 14.0% Capacity / Growth investments - 12.0% 2012 2013 2014 2015 2016 2017 2018 2019F Capital Investment Ratio (3) 18% 19% 19% 21% 23% 21% 25% Over $22B capital investments over the last 10 years (1) Please see the Appendix for an explanation of this non-GAAP measure. (2) Positive Train Control. (3) Capital investments as a percentage of revenues. 58
Maintaining a strong balance sheet Prudent financial management Investment Grade Credit Ratings Moody’s Investors Adjusted debt-to-adjusted EBITDA multiple (1) Service A2 times Dominion Bond Rating Service A 1.97 2.01 1.94 1.85 1.71 1.74 1.63 1.77 1.75 Standard & Poor’s A 2012 2013 2014 2015 2016 2017 2018 LTM LTM Je pourrais metre une ended ended Mar 18 Mar 19 photo en backgroud (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure 59
Rewarding shareholders ~82% of adjusted net income (1) returned to shareholders in 2018 Total shareholder distribution Dividends $M • Dividends increased every year Share repurchases since 1995 IPO Dividends 3,333 3,159 3,239 Total • CAGR of 16% over 23 years 2,746 • Targeting a 35% adjusted dividend 2,323 1,159 1,239 1,333 2,052 2,124 payout ratio (2) (3) 996 818 652 724 967 2,000 2,000 2,000 821 1,400 1,400 1,505 1,750 336 389 Share repurchases 631 432 • Normal course issuer bid (NCIB) of 2012 2013 2014 2015 2016 2017 2018 Q1 18 Q1 19 up to 22 million common shares Dividend Payout Ratio (2) from February 1, 2019 to January 24% 28% 26% 28% 32% 23% 31% 31, 2020 • Over $21B of share repurchases Adjusted Dividend Payout Ratio (2) since 2000 27% 28% 26% 28% 32% 33% 33% (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure. (2) Please see the Appendix for an explanation of these measures. (3) Please see Forward-Looking Statements at the beginning of the presentation. 60
Solid Track Record Market cap ~$90B CNR, CNI vs TSX, S&P 500 350 CNR 300 250 CNI 200 S&P 500 150 TSX 100 CAD/US $ 50 0 2012 2013 2014 2015 2016 2017 2018 2019 Jan 2012 = 100 Up to April 30, 2019 For more stock information, please visit www.cn.ca/en/investors/stock-information 61
Reaffirming 2019 financial outlook • Expect to deliver adjusted diluted EPS growth in the low double-digits range versus 2018 adjusted diluted EPS of $5.50 based on (1) (2): • Volume growth expected to be in the high single-digit range in terms of RTMs • Overall pricing above rail inflation • Canadian to U.S. dollar exchange rate of approximately 75 cents • Capital envelope at approximately $3.9B for 2019 to support a solid pipeline of growth opportunities (2) • Balanced shareholder distribution • Dividend increase of 18% ̶ Targeting an adjusted dividend payout ratio of 35% (3) • 12-month NCIB from February 1, 2019 to January 31, 2020 to repurchase up to 22 million common shares (1) Please see website, First Quarter Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure. (2) Please see Forward-Looking Statements at the beginning of the presentation for a summary of key assumptions and important risk factors and underlying CN’s 2019 financial outlook. (1) (3) Adjusted dividend payout ratio is defined as dividends as a percentage of adjusted net income . Please see Forward-Looking Statements at the beginning of the presentation. 62
Appendix: Non-GAAP measures This presentation makes reference to non-GAAP measures that do not have any standardized meaning prescribed by GAAP, including adjusted dividend payout ratio, ROIC and adjusted ROIC. These non-GAAP measures may not be comparable to similar measures presented by other companies. These non-GAAP measures should not be considered in isolation or as a substitute for financial measures prepared in accordance with GAAP. Adjusted Dividend Payout Ratio Management believes that the adjusted dividend payout ratio is a useful measure of the Company’s financial strength as it demonstrates the sustainability of the Company’s dividend payments. The Company calculates the dividend payout ratio as dividends divided by net income. The Company calculates the adjusted dividend payout ratio as dividends divided by adjusted net income. In $M, unless otherwise indicated 2012 2013 2014 2015 2016 2017 2018 Dividends 652 724 818 996 1,159 1,239 1,333 Net income 2,680 2,612 3,167 3,538 3,640 5,484 4,328 Dividend payout ratio (%) 24.3 27.7 25.8 28.2 31.8 22.6 30.8 Dividends 652 724 818 996 1,159 1,239 1,333 Adjusted net income (1) 2,456 2,582 3,095 3,580 3,581 3,778 4,056 Adjusted dividend payout ratio (%) 26.5 28.0 26.4 27.8 32.4 32.8 32.9 (1) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure 63
Appendix: Non-GAAP measures (continued) ROIC and Adjusted ROIC Management believes that ROIC and adjusted ROIC are useful measures of the efficiency in the use of capital funds. The Company calculates ROIC as return divided by average invested capital. Return is defined as net income plus interest expense after tax, calculated using the Company’s effective tax rate. Average invested capital is defined as the sum of total shareholders’ equity, long-term debt and current portion of long-term debt less cash and cash equivalents, and restricted cash and cash equivalents, averaged between the beginning and ending balance over a twelve-month period. The Company calculates adjusted ROIC as adjusted return divided by average invested capital. Adjusted return is defined as adjusted net income plus interest expense after tax, calculated using the Company’s effective tax rate, excluding the tax effect of adjustments used to determine adjusted net income. In $M, unless otherwise indicated 2012 2013 2014 2015 2016 2017 2018 Net income 2,680 2,612 3,167 3,538 3,640 5,484 4,328 Interest expense 342 357 371 439 480 481 489 (1) Tax on interest expense (91) (97) (102) (120) (125) (124) (116) Return 2,931 2,872 3,436 3,857 3,995 5,841 4,701 Average invested capital 16,913 18,650 20,711 23,014 24,905 26,019 28,192 ROIC (%) 17.3 15.4 16.6 16.8 16.0 22.4 16.7 Adjusted net income (2) 2,456 2,582 3,095 3,580 3,581 3,778 4,056 Interest expense 342 357 371 439 480 481 489 (3) Adjusted tax on interest expense (93) (95) (103) (116) (126) (124) (120) Adjusted return 2,705 2,844 3,363 3,903 3,935 4,135 4,425 Average invested capital 16,913 18,650 20,711 23,014 24,905 26,019 28,192 Adjusted ROIC (%) 16.0 15.2 16.2 17.0 15.8 15.9 15.7 (1) The effective tax rates from 2012 to 2018 used to calculate the tax on interest expense are 26.7%, 27.2%, 27.4%, 27.4%, 26.1%, 25.8% and 23.8%, respectively. Due to the negative effective tax rate reported by the Company in 2017, tax on interest expense for 2017 periods was calculated using an adjusted effective tax rate. (2) Please see website, Financial Results, www.cn.ca/financial-results, for an explanation of this non-GAAP measure. (3) The adjusted effective tax rates from 2012 to 2018 used to calculate the adjusted tax on interest expense are 27.3%, 26.6%, 27.7%, 26.5%, 26.2%, 25.8% and 24.5%, respectively. 64
Investor Relations Contacts Paul Butcher Vice President, Investor Relations Paul.Butcher@cn.ca 514-399-0052 Michaël Archambault Senior Manager, Investor Relations Michael.Archambault@cn.ca 514-399-4654 For more information, please visit www.cn.ca/en/investors/investor-contacts TSX: CNR NYSE: CNI 65
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