CN Delivers Strong Third Quarter Financial and Operating Results

  • Delivered 6% Earnings Growth and Operating Ratio of 61.4%, an improvement of 170 basis points.
  • Repurchased close to 8 million shares in the quarter for approximately C$1 billion.
  • Improving productivity, including an additional C$75 million in labor cost reductions.
  • Guiding to 2026 capital expenditures of C$2.8 billion*.

    (2)

MONTREAL, Oct. 31, 2025 (GLOBE NEWSWIRE) — CN (TSX: CNR) (NYSE: CNI) today reported its financial and operating results for the third quarter ended September 30, 2025.

“I want to thank the entire CN team for delivering a strong quarter that combined solid performance with excellent customer service. Our seasoned team of railroaders continues to run a safe, on time, and efficient operation focused on service, and capturing every freight movement opportunity across our unique network and diversified portfolio.”

“We are taking decisive actions to navigate a challenging macro environment including doubling down on productivity efforts, setting our 2026 capital spend at C$2.8 billion*, down nearly C$600 million from this year’s levels, driving increased free cash flow on a go-forward basis. We are positioning this business to benefit from higher future volumes and ensuring everything we do enhances our customers and shareholders long term value.” (2)
                –  Tracy Robinson, President and Chief Executive Officer, CN

Highlights **

  • Maintaining guidance for 2025 of mid-to-high single digit adjusted diluted earnings per share (EPS) growth. (1)(2)
  • Revenues of C$4,165 million, an increase of C$55 million, or 1%.
  • Operating income of C$1,606 million, an increase of $91 million, or 6%.
  • Operating ratio, defined as operating expenses as a percentage of revenues, of 61.4%, an improvement of 170 basis points.
  • Net income of C$1,139 million, an increase of C$54 million, or 5%.
  • Diluted EPS of C$1.83, an increase of 6%.
  • Adjusted EBITDA reported for the twelve months ended September 30, 2025 of C$8,612, an increase of 1%. (1)
  • Free cash flow for the first nine months of 2025 was C$2,341 million, an increase of C$281 million, or 14%, from the prior period in 2024.‌ ‌(1)
  • Net cash provided by operating activities of C$4,822 million, an increase of C$118 million, or 3%, and net cash used in investing activities of C$2,481 million, a decrease of C$163 million, or 6%, for the first nine months of 2025 compared to the prior period in 2024.
  • Adjusted debt-to-adjusted EBITDA of 2.54 times as at and for the twelve months ended September 30, 2025. (1)
  • The Company repurchased close to 8 million shares in the third quarter for approximately C$1 billion.

Operating performance ***

  • Gross ton miles (GTMs) increased 1% to 111,901 (millions).
  • Revenue ton miles (RTMs) increased 1% to 57,188 (millions).
  • Through dwell decreased by 1% to 7.0 (entire railroad, hours).
  • Car velocity increased by 1% to 211 (car miles per day).
  • Through network train speed increased by 2% to 19.5 (mph).
  • Fuel efficiency of 0.833 (US gallons of locomotive fuel consumed per 1,000 gross ton miles (GTMs)), was 2% more efficient.
  • Train length increased by 3% to 8,049 (feet).
  • GTMs per average number of employees increased 6% to 4,585 (thousands).
  • Operating expenses per GTM decreased 3% to 2.29 (cents).

* Net of customer reimbursements.

** For the quarter unless otherwise specified.

*** Statistical operating data and key operating measures are unaudited and based on estimated data available at such time and are subject to change as more complete information becomes available.

Dividends
CN’s Board of Directors has approved a fourth-quarter 2025 dividend on the Company’s common shares outstanding. A quarterly dividend of eighty-eight and three-quarter cents (C$0.8875) per common share will be paid on December 30, 2025, to shareholders of record at the close of business on December 9, 2025.

2025 guidance
(1)(2) 
CN continues to expect to deliver adjusted diluted EPS growth in the mid to high single-digit range and continues to invest approximately C$3.35 billion in its capital program, net of amounts reimbursed by customers.

CONFERENCE CALL DETAILS

CN’s senior officers will review the results and the railway’s outlook in a conference call starting at 8:30 a.m. Eastern Time on October 31. Tracy Robinson, CN President and Chief Executive Officer, will lead the call. Parties wishing to participate via telephone may dial 1-800-715-9871 (Canada/U.S.), or 1-647-932-3411 (International), using 4715336 as the passcode. Participants are advised to dial in 10 minutes prior to the call.


(1) Non-GAAP Measures


CN reports its financial results in accordance with United States generally accepted accounting principles (GAAP). CN may also use non-GAAP measures in this news release that do not have any standardized meaning prescribed by GAAP. These non-GAAP measures may not be comparable to similar measures presented by other companies. For further details of these non-GAAP measures, including a reconciliation to the most directly comparable GAAP financial measures, refer to the attached supplementary schedule, Non-GAAP Measures.

CN’s outlook, guidance, or targets (2) exclude certain adjustments, which are expected to be comparable to adjustments made in prior years. However, management cannot individually quantify on a forward-looking basis the impact of these adjustments, 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 outlook, guidance or targets.


(2) Forward-Looking Statements


Certain statements included in this news release constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and under Canadian securities laws, including statements based on management’s assessment and assumptions and publicly available information with respect to CN. By their nature, forward-looking statements involve risks, uncertainties and assumptions. CN 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.



2025 key assumptions



CN has made a number of economic and market assumptions in preparing its 2025 outlook. The Company continues to assume slightly positive growth in North American industrial production in 2025. For the 2024/2025 crop year, the grain crop in Canada was in line with its five-year average and the U.S. grain crop was above its five-year average. The Company now assumes that the 2025/2026 grain crop in Canada will be above its five-year average (compared to its January 30, 2025 assumption that the 2025/2026 grain crop in Canada will be in line with its five-year average) and continues to assume that the U.S. grain crop will be above its five-year average. CN continues to assume RTM growth will be in the low single-digit range. CN also continues to assume that in 2025, the value of the Canadian dollar in U.S. currency will be in the range of $0.70 to $0.75 and continues to assume that in 2025 the average price of crude oil (West Texas Intermediate) will be in the range of US$60 – US$70 per barrel. The Company notes there is a heightened demand risk as a result of the volatile macroeconomic conditions and global trade tensions.

Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors which may cause actual results, performance or achievements of CN to be materially different from the outlook or any future results, performance or achievements 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 in this news release include, but are not limited to, general economic and business conditions, including factors impacting global supply chains such as pandemics and geopolitical conflicts and tensions; trade restrictions, trade barriers, or the imposition of tariffs or other changes to international trade arrangements; 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; transportation of hazardous materials; various events which could disrupt operations, including illegal blockades of rail networks, and natural events such as severe weather, droughts, fires, floods and earthquakes; climate change; labor negotiations and disruptions; environmental claims; uncertainties of investigations, proceedings and other types of claims and litigation; risks and liabilities arising from derailments; timing and completion of capital programs; the availability of and cost competitiveness of renewable fuels and the development of new locomotive propulsion technology; reputational risks; supplier concentration; pension funding requirements and volatility; and other risks detailed from time to time in reports filed by CN with securities regulators in Canada and the United States. Reference should also be made to Management’s Discussion and Analysis (MD&A) 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 relating to CN.

The achievement of CN’s climate goals is subject to several risks and uncertainties, including those disclosed in the MD&A in CN’s annual and interim reports. There can be no certainty that the Company will achieve any or all of these goals within the stated timeframe, or that achieving any of these goals will meet all of the expectations of its stakeholders or applicable legal requirements.

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. Information contained on, or accessible through, our website is not incorporated by reference into this news release.

This earnings news release, as well as additional information, including the Financial Statements, Notes thereto and MD&A, is contained in CN’s Quarterly Review available on the Company’s website at www.cn.ca/financial-results and on SEDAR+ at www.sedarplus.ca as well as on the U.S. Securities and Exchange Commission’s website at www.sec.gov through EDGAR.

About CN

CN powers the economy by safely transporting more than 300 million tons of natural resources, manufactured products, and finished goods throughout North America every year for its customers. With its nearly 20,000-mile rail network and related transportation services, CN connects Canada’s Eastern and Western coasts with the U.S. Midwest and the U.S. Gulf Coast, contributing to sustainable trade and the prosperity of the communities in which it operates since 1919.



Contacts:

 


Media



Investment Community

Ashley Michnowski Stacy Alderson
Senior Manager Assistant Vice-President
Media Relations Investor Relations
(438) 596-4329 (514) 399-0052

[email protected]

[email protected]
   

SELECTED RAILROAD STATISTICS – UNAUDITED

  Three months ended

September 30
Nine months ended

September 30
  2025 2024 2025 2024
Financial measures        

Key financial performance indicators


(1)
       
Total revenues ($ millions) 4,165 4,110 12,840 12,688
Freight revenues ($ millions) 3,991 3,922 12,369 12,212
Operating income ($ millions) 1,606 1,515 4,854 4,619
Adjusted operating income ($ millions) (2)(3) 1,606 1,515 4,854 4,697
Net income ($ millions) 1,139 1,085 3,472 3,302
Adjusted net income ($ millions) (2)(3) 1,139 1,085 3,472 3,360
Diluted earnings per share ($) 1.83 1.72 5.54 5.19
Adjusted diluted earnings per share ($) (2)(3) 1.83 1.72 5.54 5.28
Net cash provided by operating activities ($ millions) 1,913 1,774 4,822 4,704
Net cash used in investing activities ($ millions) 1,120 1,190 2,481 2,644
Free cash flow ($ millions) (2)(4) 793 584 2,341 2,060
Gross property additions ($ millions) 1,105 1,176 2,429 2,605
Share repurchases ($ millions) 1,041 427 1,448 2,498
Dividends per share ($) 0.8875 0.8450 2.6625 2.5350

Financial ratio
       
Operating ratio (%) (5) 61.4 63.1 62.2 63.6
Adjusted operating ratio (%)(2)(3) 61.4 63.1 62.2 63.0
Operational measures

(6)
       

Statistical operating data
       
Gross ton miles (GTMs) (millions) 111,901 110,555 344,079 344,034
Revenue ton miles (RTMs) (millions) 57,188 56,548 176,452 176,233
Carloads (thousands) 1,368 1,304 4,095 4,066
Route miles (includes Canada and the U.S., end of period) 18,900 18,800 18,900 18,800
Employees (end of period) 24,237 25,428 24,237 25,428
Employees (average for the period) 24,408 25,593 24,679 25,451

Key operating measures
       
Freight revenue per RTM (cents) 6.98 6.94 7.01 6.93
Freight revenue per carload ($) 2,917 3,008 3,021 3,003
GTMs per average number of employees (thousands) 4,585 4,320 13,942 13,518
Operating expenses per GTM (cents) 2.29 2.35 2.32 2.35
Labor and fringe benefits expense per GTM (cents) 0.73 0.72 0.75 0.74
Diesel fuel consumed (US gallons in millions) 93.2 94.4 300.0 301.0
Average fuel price ($ per US gallon) 3.82 4.43 3.93 4.50
Fuel efficiency (US gallons of locomotive fuel consumed per 1,000 GTMs) 0.833 0.854 0.872 0.875
Train weight (tons) 9,225 9,130 9,141 9,104
Train length (feet) 8,049 7,849 7,923 7,885
Car velocity (car miles per day) 211 208 204 208
Through dwell (entire railroad, hours) 7.0 7.1 7.2 7.0
Through network train speed (miles per hour) 19.5 19.2 18.7 18.7
Locomotive utilization (trailing GTMs per total horsepower) 191 182 188 186

Safety indicators


(7)
       
Injury frequency rate (per 200,000 person hours) 1.29 0.99 1.08 1.04
Accident rate (per million train miles) 1.98 1.57 1.91 1.67

(1) Amounts expressed in Canadian dollars and prepared in accordance with United States generally accepted accounting principles (GAAP), unless otherwise noted.
(2) These non-GAAP measures do not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies.
(3) See the supplementary schedule entitled Non-GAAP Measures – Adjusted performance measures for an explanation of these non-GAAP measures.
(4) See the supplementary schedule entitled Non-GAAP Measures – Free cash flow for an explanation of this non-GAAP measure. 
(5) Operating ratio is defined as operating expenses as a percentage of revenues. 
(6) Statistical operating data, key operating measures and safety indicators are unaudited and based on estimated data available at such time and are subject to change as more complete information becomes available. Definitions of gross ton miles, revenue ton miles, freight revenue per RTM, fuel efficiency, train weight, train length, car velocity, through dwell and through network train speed are included within the Company’s Management’s Discussion and Analysis. Definitions of all other indicators are provided on CN’s website, www.cn.ca/glossary
(7) Based on Federal Railroad Administration (FRA) reporting criteria. 



SUPPLEMENTARY INFORMATION – UNAUDITED

  Three months ended September 30   Nine months ended September 30
  2025 2024 % Change
Fav
(Unfav)
% Change
at
constant
currency (1)
Fav
(Unfav)
  2025 2024 % Change
Fav
(Unfav)
% Change
at
constant
currency (1)
Fav
(Unfav)
Revenues ($ millions)(2)                  
Petroleum and chemicals 854 839 2 % 1 %   2,577 2,546 1 % —  %
Metals and minerals 477 502 (5 %) (6 %)   1,496 1,560 (4 %) (6 %)
Forest products 451 467 (3 %) (4 %)   1,406 1,462 (4 %) (6 %)
Coal 237 229 3 % 3 %   725 691 5 % 4 %
Grain and fertilizers 775 786 (1 %) (2 %)   2,560 2,384 7 % 6 %
Intermodal 980 882 11 % 11 %   2,928 2,881 2 % 1 %
Automotive 217 217 —  % —  %   677 688 (2 %) (3 %)
Total freight revenues 3,991 3,922 2 % 1 %   12,369 12,212 1 % —  %
Other revenues 174 188 (7 %) (8 %)   471 476 (1 %) (3 %)
Total revenues 4,165 4,110 1 % 1 %   12,840 12,688 1 % —  %
Revenue ton miles (RTMs) (millions) (3)                  
Petroleum and chemicals 11,662 11,398 2 % 2 %   34,238 34,763 (2 %) (2 %)
Metals and minerals 6,871 7,275 (6 %) (6 %)   20,697 22,183 (7 %) (7 %)
Forest products 5,159 5,323 (3 %) (3 %)   15,659 16,843 (7 %) (7 %)
Coal 5,131 4,908 5 % 5 %   15,635 14,839 5 % 5 %
Grain and fertilizers 14,562 15,072 (3 %) (3 %)   48,325 46,690 4 % 4 %
Intermodal 13,027 11,793 10 % 10 %   39,469 38,538 2 % 2 %
Automotive 776 779 —  % —  %   2,429 2,377 2 % 2 %
Total RTMs 57,188 56,548 1 % 1 %   176,452 176,233 —  % —  %
Freight revenue / RTM (cents) (2)(3)                  
Petroleum and chemicals 7.32 7.36 (1 %) (1 %)   7.53 7.32 3 % 1 %
Metals and minerals 6.94 6.90 1 % —  %   7.23 7.03 3 % —  %
Forest products 8.74 8.77 —  % (1 %)   8.98 8.68 3 % 1 %
Coal 4.62 4.67 (1 %) (1 %)   4.64 4.66 —  % (2 %)
Grain and fertilizers 5.32 5.21 2 % 2 %   5.30 5.11 4 % 2 %
Intermodal 7.52 7.48 1 % —  %   7.42 7.48 (1 %) (1 %)
Automotive 27.96 27.86 —  % —  %   27.87 28.94 (4 %) (6 %)
Total freight revenue / RTM 6.98 6.94 1 % —  %   7.01 6.93 1 % —  %
Carloads (thousands) (3)                  
Petroleum and chemicals 162 158 3 % 3 %   479 485 (1 %) (1 %)
Metals and minerals 225 243 (7 %) (7 %)   677 730 (7 %) (7 %)
Forest products 68 73 (7 %) (7 %)   212 228 (7 %) (7 %)
Coal 122 116 5 % 5 %   355 343 3 % 3 %
Grain and fertilizers 163 163 —  % —  %   518 496 4 % 4 %
Intermodal 576 501 15 % 15 %   1,695 1,625 4 % 4 %
Automotive 52 50 4 % 4 %   159 159 —  % —  %
Total carloads 1,368 1,304 5 % 5 %   4,095 4,066 1 % 1 %
Freight revenue / carload ($) (2)(3)                  
Petroleum and chemicals 5,272 5,310 (1 %) (1 %)   5,380 5,249 2 % 1 %
Metals and minerals 2,120 2,066 3 % 2 %   2,210 2,137 3 % 1 %
Forest products 6,632 6,397 4 % 3 %   6,632 6,412 3 % 1 %
Coal 1,943 1,974 (2 %) (2 %)   2,042 2,015 1 % —  %
Grain and fertilizers 4,755 4,822 (1 %) (2 %)   4,942 4,806 3 % 1 %
Intermodal 1,701 1,760 (3 %) (4 %)   1,727 1,773 (3 %) (3 %)
Automotive 4,173 4,340 (4 %) (4 %)   4,258 4,327 (2 %) (3 %)
Total freight revenue / carload 2,917 3,008 (3 %) (3 %)   3,021 3,003 1 % (1 %)

(1) This non-GAAP measure does not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies. See the supplementary schedule entitled Non-GAAP Measures – Constant currency for an explanation of this non-GAAP measure.
(2) Amounts expressed in Canadian dollars. 
(3) Statistical operating data and related key operating measures are unaudited and based on estimated data available at such time and are subject to change as more complete information becomes available. 



NON-GAAP MEASURES – UNAUDITED

In this supplementary schedule, the “Company” or “CN” refers to Canadian National Railway Company, together with its wholly-owned subsidiaries. Financial information included in this schedule is expressed in Canadian dollars, unless otherwise noted.

CN reports its financial results in accordance with United States generally accepted accounting principles (GAAP). The Company also uses non-GAAP measures that do not have any standardized meaning prescribed by GAAP, including adjusted performance measures, free cash flow, constant currency and adjusted debt-to-adjusted EBITDA multiple. These non-GAAP measures may not be comparable to similar measures presented by other companies. From management’s perspective, these non-GAAP measures are useful measures of performance and provide investors with supplementary information to assess the Company’s results of operations and liquidity. These non-GAAP measures should not be considered in isolation or as a substitute for financial measures prepared in accordance with GAAP.

Adjusted performance measures

Adjusted net income, adjusted diluted earnings per share, adjusted operating income, adjusted operating expenses and adjusted operating ratio are non-GAAP measures that are used to set performance goals and to measure CN’s performance and may include the following adjustments:

  1. operating expense adjustments: workforce reduction program, depreciation expense on the deployment of a replacement system, advisory fees related to shareholder matters, losses and recoveries from assets held for sale, business acquisition-related costs;
  2. non-operating expense adjustments: business acquisition-related financing fees, merger termination income, gains and losses on disposal of property; and
  3. the effect of changes in tax laws including rate enactments and changes in tax positions affecting prior years.

These non-GAAP measures do not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies.

For the three and nine months ended September 30, 2025, the Company’s net income was $1,139 million, or $1.83 per diluted share, and $3,472 million, or $5.54 per diluted share, respectively. There were no adjustments in the third quarter and the first nine months of 2025.

For the three and nine months ended September 30, 2024, the Company’s adjusted net income was $1,085 million, or $1.72 per diluted share, and $3,360 million, or $5.28 per diluted share, respectively. The adjusted figures for the nine months ended September 30, 2024 exclude a loss on assets held for sale of $78 million, or $58 million after-tax ($0.09 per diluted share), recorded in the second quarter, resulting from an agreement to transfer the ownership and related risks and obligations of the Quebec Bridge located in Quebec, Canada, to the Government of Canada. See Note 4 – Assets held for sale to the Company’s unaudited Interim Consolidated Financial Statements for additional information.

Adjusted net income is defined as Net income in accordance with GAAP adjusted for certain significant items. Management believes that adjusted net income provides additional insight to management and investors into the Company’s operations and underlying business trends as well as facilitate period-to-period comparisons, as it excludes certain significant items that are not reflective of CN’s underlying business operations and could distort the analysis of trends in business performance. Adjusted diluted earnings per share is defined as adjusted net income divided by the weighted-average diluted shares outstanding. This measure helps management and investors evaluate the Company’s profitability on a per-share basis, facilitating the assessment of period-over-period performance by removing the impact of significant, non-recurring items.

The following table provides a reconciliation of Net income and Earnings per share in accordance with GAAP, as reported for the three and nine months ended September 30, 2025 and 2024, to the non-GAAP adjusted performance measures presented herein:

  Three months ended September 30 Nine months ended September 30
In millions, except per share data   2025   2024   2025   2024  
Net income $ 1,139 $ 1,085 $ 3,472 $ 3,302  
Adjustments:        
Loss on assets held for sale         78  
Tax effect of adjustments (1)         (20 )
Total adjustments $ $ $ $ 58  
Adjusted net income $ 1,139 $ 1,085 $ 3,472 $ 3,360  
Diluted earnings per share $ 1.83 $ 1.72 $ 5.54 $ 5.19  
Impact of adjustments, per share         0.09  
Adjusted diluted earnings per share $ 1.83 $ 1.72 $ 5.54 $ 5.28  

(1) The tax impact of adjustments is based on the nature of the item for tax purposes and related tax rates in the applicable jurisdiction.


Adjusted operating income is defined as Operating income in accordance with GAAP adjusted for certain significant operating expense items that are not reflective of CN’s underlying business operations. This measure helps management and investors assess the Company’s core operating results by excluding items that may distort the analysis of ongoing business performance. Adjusted operating expenses is defined as Operating expenses in accordance with GAAP adjusted for certain significant operating expense items that are not reflective of CN’s underlying business operations. This measure provides management and investors with a view of ongoing costs which exclude unusual or non-recurring items, enabling more accurate assessment of cost management and resource allocation across reporting periods. Adjusted operating ratio is defined as adjusted operating expenses as a percentage of revenues. For management and investors, the adjusted operating ratio serves as a key performance indicator of cost management and overall operational effectiveness, as it demonstrates how effectively management controls costs relative to total revenue by excluding unusual or non-recurring items.

The following table provides a reconciliation of Operating income, Operating expenses and operating ratio, as reported for the three and nine months ended September 30, 2025 and 2024, to the non-GAAP adjusted performance measures presented herein:

  Three months ended September 30 Nine months ended September 30
In millions, except percentages   2025     2024     2025     2024  
Operating income $ 1,606   $ 1,515   $ 4,854   $ 4,619  
Adjustment:        
Loss on assets held for sale $ —    $ —    $ —    $ 78  
Total adjustment   —      —      —      78  
Adjusted operating income $ 1,606   $ 1,515   $ 4,854   $ 4,697  
         
Operating expenses $ 2,559   $ 2,595   $ 7,986   $ 8,069  
Total adjustment   —      —      —      (78 )
Adjusted operating expenses $ 2,559   $ 2,595   $ 7,986   $ 7,991  
         
Operating ratio   61.4 %   63.1 %   62.2 %   63.6 %
Impact of adjustment   —  %   —  %   —  % (0.6 )%
Adjusted operating ratio   61.4 %   63.1 %   62.2 %   63.0 %



Free cash flow

Free cash flow is a useful measure of liquidity as it demonstrates the Company’s ability to generate cash for debt obligations and for discretionary uses such as payment of dividends, share repurchases, and strategic opportunities. The Company defines its free cash flow measure as the difference between net cash provided by operating activities and net cash used in investing activities, adjusted for the impact of (i) business acquisitions and combinations (ii) merger transaction-related payments, cash receipts and cash income taxes, which are items that are not indicative of operating trends. Free cash flow does not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies.

The following table provides a reconciliation of Net cash provided by operating activities in accordance with GAAP, as reported for the three and nine months ended September 30, 2025 and 2024, to the non-GAAP free cash flow presented herein:

  Three months ended September 30 Nine months ended September 30
In millions   2025     2024     2025     2024  
Net cash provided by operating activities $ 1,913   $ 1,774   $ 4,822   $ 4,704  
Net cash used in investing activities   (1,120 )   (1,190 )   (2,481 )   (2,644 )
Free cash flow $ 793   $ 584   $ 2,341   $ 2,060  



Constant currency

Financial results at constant currency allow results to be viewed without the impact of fluctuations in foreign currency exchange rates, thereby facilitating period-to-period comparisons in the analysis of trends in business performance. Measures at constant currency are considered non-GAAP measures and do not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies. Financial results at constant currency are obtained by translating the current period results denominated in US dollars at the weighted average foreign exchange rates used to translate transactions denominated in US dollars of the comparable period of the prior year.

The average foreign exchange rates were $1.378 and 1.399 per US$1.00 for the three and nine months ended September 30, 2025 and $1.364 and $1.360 per US$1.00 for the three and nine months ended September 30, 2024, respectively. On a constant currency basis, the Company’s net income for the three and nine months ended September 30, 2025 would have been lower by $1 million ($nil per diluted share) and lower by $45 million ($0.07 per diluted share), respectively.

The following table provides a reconciliation of the impact of constant currency and related percentage change at constant currency on the financial results, as reported for the three and nine months ended September 30, 2025:

  Three months ended September 30 Nine months ended September 30
In millions, except per share data   2025   Constant
currency
impact
  2024   % Change
at
constant
currency
Fav
(Unfav)
  2025   Constant
currency
impact
  2024   % Change
at
constant
currency
Fav
(Unfav)
Revenues                
Petroleum and chemicals $ 854   $ (4 ) $ 839   1 % $ 2,577   $ (43 ) $ 2,546   —  %
Metals and minerals   477     (3 )   502   (6 %)   1,496     (34 )   1,560   (6 %)
Forest products   451     (3 )   467   (4 %)   1,406     (31 )   1,462   (6 %)
Coal   237     (1 )   229   3 %   725     (7 )   691   4 %
Grain and fertilizers   775     (3 )   786   (2 %)   2,560     (36 )   2,384   6 %
Intermodal   980     (3 )   882   11 %   2,928     (19 )   2,881   1 %
Automotive   217     (1 )   217   —  %   677     (13 )   688   (3 %)
Total freight revenues   3,991     (18 )   3,922   1 %   12,369     (183 )   12,212   —  %
Other revenues   174     (1 )   188   (8 %)   471     (7 )   476   (3 %)
Total revenues   4,165     (19 )   4,110   1 %   12,840     (190 )   12,688   —  %
Operating expenses                
Labor and fringe benefits   815     (3 )   795   (2 %)   2,597     (28 )   2,539   (1 %)
Purchased services and material   562     (3 )   566   1 %   1,715     (14 )   1,715   1 %
Fuel   418     (4 )   519   20 %   1,349     (38 )   1,579   17 %
Depreciation and amortization   500     (2 )   475   (5 %)   1,482     (17 )   1,403   (4 %)
Equipment rents   103     (1 )   93   (10 %)   326     (8 )   294   (8 %)
Other   161     (3 )   147   (7 %)   517     (12 )   461   (10 %)
Loss on assets held for sale   —      —      —    —  %   —      —      78   100 %
Total operating expenses   2,559     (16 )   2,595   2 %   7,986     (117 )   8,069   2 %
Operating income   1,606     (3 )   1,515   6 %   4,854     (73 )   4,619   4 %
Interest expense   (227 )   1     (230 ) 2 %   (679 )   14     (660 ) (1 %)
Other components of net periodic benefit income   125     —      114   10 %   376     —      341   10 %
Other income   3     —      10   (70 %)   44     (1 )   44   (2 %)
Income before income taxes   1,507     (2 )   1,409   7 %   4,595     (60 )   4,344   4 %
Income tax expense   (368 )   1     (324 ) (13 %)   (1,123 )   15     (1,042 ) (6 %)
Net income $ 1,139   $ (1 ) $ 1,085   5 % $ 3,472   $ (45 ) $ 3,302   4 %
Diluted earnings per share $ 1.83   $ —    $ 1.72   6 % $ 5.54   $ (0.07 ) $ 5.19   5 %


Adjusted debt-to-adjusted EBITDA multiple

Management believes that the adjusted debt-to-adjusted EBITDA multiple is a useful credit measure because it reflects the Company’s ability to service its debt and other long-term obligations. The Company calculates the adjusted debt-to-adjusted EBITDA multiple as adjusted debt divided by the last twelve months of adjusted EBITDA. Adjusted debt is defined as the sum of Long-term debt and Current portion of long-term debt as reported on the Company’s Consolidated Balance Sheets as well as Operating lease liabilities, including current portion and pension plans in deficiency recognized on the Company’s Consolidated Balance Sheets due to the debt-like nature of their contractual and financial obligations. Adjusted EBITDA is calculated as Net income excluding Interest expense, Income tax expense, Depreciation and amortization, operating lease cost, Other components of net periodic benefit income, Other income (loss), and other significant items that are not reflective of CN’s underlying business operations and which could distort the analysis of trends in business performance. Adjusted debt and adjusted EBITDA are non-GAAP measures used to compute the adjusted debt-to-adjusted EBITDA multiple. These measures do not have any standardized meaning prescribed by GAAP and therefore, may not be comparable to similar measures presented by other companies.

The following table provides a reconciliation of debt and Net income in accordance with GAAP, reported as at and for the twelve months ended September 30, 2025 and 2024, to the adjusted measures presented herein, which have been used to calculate the non-GAAP adjusted debt-to-adjusted EBITDA multiple:

In millions, unless otherwise indicated As at and for the twelve months ended September 30,   2025     2024  
Debt (1) $ 21,120   $ 20,698  
Adjustments:    
Operating lease liabilities, including current portion (2)   452     363  
Pension plans in deficiency (3)   341     356  
Adjusted debt $ 21,913   $ 21,417  
Net income $ 4,618   $ 5,432  
Interest expense   910     859  
Income tax expense   1,485     784  
Depreciation and amortization   1,971     1,866  
Operating lease cost (4)   159     153  
Other components of net periodic benefit income   (489 )   (460 )
Other income   (42 )   (178 )
Adjustment:    
Loss on assets held for sale (5)       78  
Adjusted EBITDA $ 8,612   $ 8,534  
Adjusted debt-to-adjusted EBITDA multiple

(times)
  2.54     2.51  

(1) Represents the aggregate of Current portion of long-term debt and Long-term debt as disclosed on the Consolidated Balance Sheets.
(2) Represents the present value of operating lease payments. 
(3) Represents the total funded deficit of all defined benefit pension plans with a projected benefit obligation in excess of plan assets. 
(4) Represents the operating lease costs recorded in Purchased services and material and Equipment rents within the Consolidated Statements of Income. 
(5) Relates to a loss on assets held for sale of $78 million recorded in the second quarter of 2024, resulting from an agreement to transfer the ownership and related risks and obligations of the Quebec Bridge located in Quebec, Canada, to the Government of Canada. See Note 4Assets held for sale to the Company’s unaudited Interim Consolidated Financial Statements for additional information.