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7/29/2025
Union Pacific Corp. and Norfolk Southern Corp. today announced an agreement in which UP will acquire NS in a stock and cash deal that would create the first transcontinental railroad in the United States.
The agreement would create an enterprise value of $85 billion for NS, resulting in the creation of a combined enterprise of over $250 billion. The agreement implies a value for NS of $320 per share based on UP’s unaffected closing stock price on July 16, 2025, and representing a 25% premium to NS’ 30-trading day volume weighted average price on July 16.
The agreement marks a historic day for the companies, the U.S. supply chain and economy, UP CEO Jim Vena and NS President and CEO Mark George said in a call with analysts from UP headquarters in Omaha, Nebraska.
If approved by the Surface Transportation Board and other regulators, the merger would create a U.S. transcontinental railroad that would connect over 50,000 route miles from the East Coast to the West Coast. The combined railroad would link about 100 ports and nearly every corner of North America, transforming the U.S. supply chain. More information about the merger is available here.
The transaction is also subject to approval by UP and NS shareholders. The STB process is expected to take up to six months to file the STB application, plus 16 months for the board's review, the UP and NS officials said.
A targeted close for the deal is early 2027, they said.
"The Union Pacific transcontinental railroad will connect people, strengthen communities, and build a stronger, more competitive America. Both railroads envision every union employee who wants a job in the combined company will have one," the companies said in a press release.
Together, the companies aim to be the safest railroad in North America and deliver excellent service for customers, they said.
The combined company will deliver faster, more comprehensive freight service to U.S. shippers by eliminating interchange delays, opening new routes, expanding intermodal services and reducing distance and transit time on key rail corridors, they added.
The combined railroad will create a more truck-competitive solution, decrease highway congestion and reduce wear-and-tear on taxpayer-funded roads, the CEOs said. Today, UP and NS invest approximately $5.6 billion annually in infrastructure, innovation and network expansion, they said.