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CPKC ottensmeyerCanadian Pacific Kansas City Limited (TSX: CP) (NYSE: CP) (“CPKC”) announced that its wholly-owned subsidiary, Canadian Pacific Railway Company, is issuing US $600 million of 4.800% Notes due 2030 and US$600 million of 5.200% Notes due 2035, which will be guaranteed by CPKC.

The offering is expected to close on March 17, 2025, subject to the satisfaction of customary closing conditions.

The net proceeds from the offering will be used primarily for the refinancing of outstanding indebtedness and for general corporate purposes. Until utilized for such purposes, the net proceeds may be invested in short term investment grade securities or bank deposits.

The joint active bookrunners for the offering are Wells Fargo Securities, LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, together with a syndicate that includes BMO Capital Markets Corp., CIBC World Markets Corp., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., ATB Securities Inc., Desjardins Securities Inc. and U.S. Bancorp Investments, Inc.

The offering is being made pursuant to an effective shelf registration statement previously filed with the Securities and Exchange Commission (the "SEC"). Copies of these documents may be obtained without charge from the SEC at www.sec.gov. Alternatively, you may request copies of the prospectus supplement and the accompanying prospectus for the offering by contacting Wells Fargo Securities, LLC toll free at 1-800-645-3751, BofA Securities, Inc. toll-free at 1-800-294-1322, Goldman Sachs & Co. LLC toll-free at 1-866-471-2526 and Morgan Stanley & Co. LLC toll-free at 1-866-718-1649.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of these securities, in Canada or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Under the terms of the offering, the underwriters have agreed not to offer or sell the securities sold in the offering in Canada or to any resident of Canada.

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