CN updates on-going share repurchase program

January 31, 2014

MONTREAL, Jan. 31, 2014 /PRNewswire/ – CN (TSX: CNR) (NYSE: CNI)
provided updated information today with respect to its on-going share
repurchase program after giving effect to the two-for-one stock split
completed in December 2013.

On a post-split basis, CN may purchase up to 30 million common shares by
way of its normal course issuer bid during the period from Oct. 29,
2013, to Oct. 23, 2014.

CN announced on Oct. 25, 2013, that it intends to purchase common shares
pursuant to private agreements in accordance with the terms of issuer
bid exemption orders issued by the Ontario Securities Commission, which
purchases will form part of CN’s normal course issuer bid. The maximum
number of common shares which may be purchased by CN pursuant to such
private purchases shall not exceed 10 million common shares on a
post-split basis.

Forward-Looking Statements

Certain information included in this news release constitutes “forward
-looking statements” within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and under Canadian securities
laws, including potential purchases of common shares for cancellation
under a normal course issuer bid or by private agreements. CN cautions
that, by their nature, these forward-looking statements involve risk,
uncertainties and assumptions. The Company cautions that its
assumptions may not materialize and that the current economic
conditions render such assumptions, although reasonable at the time
they were made, subject to greater uncertainty.

Important risk factors that could affect the above 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, various
events which could disrupt operations, including natural events such as
severe weather, droughts, floods and earthquakes, labor negotiations
and disruptions, environmental claims, uncertainties of investigations,
proceedings or other types of claims and litigation, risks and
liabilities arising from derailments, and other risks and assumptions
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, available on CN’s website, for a summary of
major risks and assumptions.

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 Canadian 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.

CN (TSX: CNR)(NYSE: CNI) is a true backbone of the economy,
transporting approximately C$250 billion worth of goods annually for a
wide range of business sectors, ranging from resource products to
manufactured products to consumer goods, across a rail network spanning
Canada and mid-America. CN – Canadian National Railway Company, along
with its operating railway subsidiaries — serves the cities and ports
of Vancouver, Prince Rupert, B.C., Montreal, Halifax, New Orleans, and
Mobile, Ala., and the metropolitan areas of Toronto, Edmonton,
Winnipeg, Calgary, Chicago, Memphis, Detroit, Duluth, Minn./Superior,
Wis., and Jackson, Miss., with connections to all points in North
America. For more information on CN, visit the Company’s website at www.cn.ca.


Source: PR Newswire

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