The Surface Transportation Board has rejected an attempt by rival railroads and shipper groups to kill Union Pacific's proposed $85 billion acquisition of Norfolk Southern before it can be fully reviewed, clearing the way for the companies' bid to build the first single-line railroad spanning the United States coast to coast.
The board unanimously denied motions filed by BNSF Railway, CSX Transportation and a coalition of shipper associations — including the American Chemistry Council, the American Fuel & Petrochemical Manufacturers and the National Industrial Transportation League — that had sought summary denial of the merger application. The board said the ruling reflects no judgment on the deal's merits and that opponents remain free to press their objections once the formal comment period opens; comments are due Nov. 18, with responses due Feb. 16, 2027.
Deal Terms
Announced in July 2025, the stock-and-cash transaction values Norfolk Southern at $85 billion, with each Norfolk Southern shareholder receiving one Union Pacific share plus $88.82 in cash — a 25% premium over the pre-announcement price — according to terms disclosed at signing. The combined railroad would carry an enterprise value exceeding $250 billion and link Union Pacific's western network with Norfolk Southern's eastern lines, converting roughly 10,000 existing interline routes to single-line service and adding seven premium intermodal lanes.
The momentum behind this transaction continues to build, and we are ready to keep moving forward.
Jim Vena, chief executive, Union Pacific
Norfolk Southern chief executive Mark George called the board's decision "another important step in bringing Union Pacific and Norfolk Southern together," in a joint statement from the companies. The railroads have pledged job protections for existing unionized employees once the deal is approved and say the combination would remove more than 2 million truckloads annually from the nation's highways.
BNSF and CSX have argued the tie-up would reduce competitive options for shippers and could raise freight rates, concerns echoed by the chemical and agricultural trade groups that joined their motions. With the summary-dismissal bid rejected, that fight now shifts to the board's full merits review, with a decision on the underlying application not expected until well into 2027; the companies have said they still expect the deal to close in the second half of that year.
