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 - CN Rail
A Leading North American
  Transportation and Supply Chain
  Company

  INVESTOR PRESENTATION
  MAY 2019

TSX: CNR   NYSE: CNI
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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 Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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
A Leading North American Transportation and Supply Chain Company - INVESTOR PRESENTATION MAY 2019 - CN Rail
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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