Shareholders of Union Pacific, Norfolk Southern support $85 billion rail merger

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Shareholders of Union Pacific, Norfolk Southern support $85 billion rail merger

2025-11-15 02:58 Last Updated At：03:00

OMAHA, Neb. (AP) — Shareholders of Union Pacific and Norfolk Southern backed the railroads’ proposed $85 billion merger to create the nation’s first coast-to-coast rail network.

Roughly 99% of both railroads’ shareholders voted to support the largest rail merger in history Friday, but the U.S. Surface Transportation Board must still approve it before the deal can be completed.

Union Pacific CEO Jim Vena said, “Our shareholders see the value and understand this merger will unlock new opportunities to enhance service, growth and innovation."

Vena has said that he hopes to file the formal merger application either in late November or early December, and that will initiate the lengthy review process.

The merger has picked up the support of the largest rail union and hundreds of shippers, but chemical manufacturers and competing railroad BNSF have raised concerns about whether the merger would hurt competition and lead to higher rates. President Donald Trump said after meeting with Vena in the Oval Office that the deal sounds good to him.

Vena has argued that the merger is great for America because it would enable the railroad to deliver goods more quickly and help the companies that rely on its deliveries of raw materials and finished products.

The proposed merger announced this summer was designed to link Union Pacific’s vast rail network in the West with Norfolk’s rails that crisscross the Eastern United States. The combined railroad would include more than 50,000 miles of track in 43 states with connections to major ports on both coasts.

The railroads argued that this merger would streamline deliveries of raw materials and goods nationwide by eliminating delays when shipments are handed off between railroads.

The STB will closely scrutinize the merger to determine if it can meet the very high bar the board established for railroad deals after previous consolidation in the industry led to massive backups and snarled traffic.

A group of nine Republican attorneys general sent a letter to the STB Friday urging regulators to thoroughly review the deal because they are concerned about the potential impact because higher shipping costs could “kneecap American companies’ ability to compete with foreign manufacturers.” Earlier this month, a bipartisan group of 18 U.S. senators made a similar request to the board.

“We write to express our concerns that the proposed merger between Union Pacific and Norfolk Southern will result in undue market concentration that stifles competition and therefore creates higher prices, lower reliability, and less innovation at the expense of America’s manufacturers and, ultimately, America’s consumers,” the attorneys general wrote.

Many investors believe that if the deal is approved, CSX will need to find a merger partner so it will be able to compete effectively. But the other major railroads — BNSF, CPKC and Canadian National — have all said they believe forging cooperative agreements between railroads makes more sense than a merger. But CSX still went out and hired a new CEO with a background in mergers this fall to lead their railroad.

Vena and Norfolk Southern CEO Mark George have both said they are optimistic that this deal will get approved under Trump’s pro-business administration. The Surface Transportation Board is supposed to be independent, but Trump fired the only board member who opposed Canadian Pacific’s acquisition of Kansas City Southern railroad two years ago. That should allow Trump to appoint two new members of the five-person board although Robert Primus has sued to challenge his firing.

Union Pacific offered $20 billion cash and one share of its stock to complete the deal. Norfolk Southern shareholders would receive one UP share and $88.82 in cash for each one of their shares as part of the deal that values NS at roughly $320 per share. Norfolk Southern closed at just over $260 a share earlier this month before the first reports emerged speculating about the deal that includes a $2.5 billion breakup fee.

Shedeur Sanders' first 300-yard game not enough as key mistakes prevent Browns from beating Titans

CLEVELAND (AP) — It took only three starts for Shedeur Sanders to get his first 300-yard passing game in the NFL. However, it didn't end up giving the Cleveland Browns a victory.

Sanders passed for 364 yards and three touchdowns and also ran for a score, but an interception in the third quarter and a pair of miscues on 2-point conversions loomed large as the Tennessee Titans held on for a 31-29 victory Sunday.

“He fought throughout the game, which we knew he would," coach Kevin Stefanski said. "With any young player, there’s going to ups and downs, and I thought there were some really, really, really good moments. He’ll keep learning from some of the plays that he wants back, but some really good moments.”

Sanders, who fell to the fifth round in the draft, completed 23 of 42 passes. The 364 passing yards are the second-most by a rookie QB picked 144th overall or later since 1966. Jacksonville's Gardner Minshew, the 178th pick in 2019, passed for 374 yards against Carolina.

The NFL said Sanders joined Cincinnati’s Joe Burrow as the only rookie QBs with at least 350 passing yards, three touchdown passes and a rushing score in a game.

He also joined Cam Newton (2011 with Carolina), Tom Ramey (1987 with New England) and Vinny Testaverde (1987 with Tampa Bay) as the only quarterbacks to throw for at least 350 yards and two touchdowns passes along with a rushing TD in at least one of his first three career starts.

It was the 10th 300-yard game by a Browns rookie QB, and the first since Baker Mayfield had 376 yards in the 2018 regular-season finale at Baltimore.

The Browns had four pass plays of at least 30 yards, their most since last year's Monday night game at Denver in Week 13. In three starts, Sanders has eight of the Browns' 10 pass plays of at least 30 yards.

Sanders’ father, Pro Football Hall of Famer Deion Sanders, was in attendance. Coach Prime was at his son’s first NFL start on Nov. 23 at Las Vegas, but missed last week’s home game against San Francisco.

Sanders' best pass of the day was a 60-yard touchdown to Jerry Jeudy with 2:47 remaining in the second quarter to put the Browns up 17-14. Sanders threw a well-timed ball on a post route to Jeudy, who hauled it in at the Titans 41 and outraced Darrell Baker and Amani Hooker to the end zone.

It also showed that Sanders and Jeudy are developing more of a rapport after the two had a sideline spat last week against San Francisco that was shown on television.

“Obviously me and Jerry had that dispute or whatever last week. But I have faith in him, he has faith in me, and everybody put everything aside,” Sanders said. “It was truly exciting being able to connect with him, because I know the season hasn’t gone the way he wanted to this year."

Sanders was 9 of 14 for 180 yards and two touchdowns in the first half. He struggled in the third quarter, going 3 of 10 for 47 yards and an interception before nearly rallying Cleveland in the fourth with a rushing touchdown and a 7-yard TD pass to Harold Fannin Jr. after falling behind 31-17.

Besides the interception, which came on a scramble and was just heaved into the middle of the field before it was picked off, Sanders fumbled the exchange from center Luke Wypler on the first 2-point attempt. Wypler came in at center during the third quarter after starter Ethan Pocic suffered what could be a season-ending Achilles tendon injury.

Sanders, though, was not on the field for the second and potential tying 2-point conversion. Running back Quinshon Judkins lined up to take the direct snap and appeared as if he was going to pitch it to wide receiver Gage Larvadain on an end around.

The pitch never happened, and Judkins' pass was batted away, allowing the Titans to hold on for only their second win of the season.

“I would wish I would always have the ball in my hand, but that’s not what football is,” Sanders said. "I know we practiced something, and we executed it in practice, and we just didn’t seem to this day. So, I would never go against, you know, kind of like what the call was or anything.”

Cam Ward, the top pick in April's draft, saw Sanders on the field postgame after the two trained together leading up to the draft.

Other Titans also were impressed with Sanders' performance, which happened on a snowy day on Cleveland's lakefront with conditions not suitable for passing.

“He’s a competitor, man. He’s been a competitor his whole life," defensive tackle Jeffery Simmons said. "I told him that’s his team now, and you’re going to be a star in this league.”

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