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Rail News Home M&A

5/28/2026



Rail News: M&A

Revised UP-NS merger application accepted by STB


The $85 billion transaction would create the United States' first transcontinental railroad.
Photo – Union Pacific Railroad/Norfolk Southern Railway

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The Surface Transportation Board (STB) today announced a unanimous decision to accept the revised Union Pacific Railroad-Norfolk Southern Railway merger application for consideration.

The railroads' first application was rejected by the STB on Jan. 16 because it did not contain enough information for the board to evaluate if the $85 billion transaction is in the public's interest. The STB determined the railroads' revised application — submitted on April 30 — still contains aspects that are "unclear or underdeveloped" and ordered UP and NS to submit supplemental information by July 27.

The application's acceptance is an "important step toward a reinvigorated, more competitive U.S. railroad industry," UP and NS officials said in a joint statement. The railroads acknowledged the STB's request for additional information and reiterated their committed to working with the STB.

“We submitted a comprehensive, data-driven application backed by a detailed plan for seamless integration. We look forward to the opportunity to show the facts and demonstrate the benefits for our customers, employees and America,” said UP CEO Jim Vena.

The board found that UP and NS provided sufficient information to satisfy the completeness requirements for a major merger application, STB officials said in a press release.

"Given the fairly narrow procedural question of completeness, issues raised by commenters do not warrant rejecting the revised application," they said.

This decision puts review proceedings on hold, including the environmental review, until the applicants submit the requested information and the board can review it. Abeyance of the procedural schedule does not affect discovery, STB officials said. 

The STB ordered UP and NS to submit supplemental information related to the following topics:

  • Enhanced competition
  • Access for 2-to-1 and 3-to-2 shippers
  • Public benefits: Diversion analysis
  • Service assurance plan
  • Issues involving gateways and car supply
  • Market share projections
  • Downstream merger impacts
  • Passenger rail
  • Workpapers


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