Union Pacific plans to refile its Norfolk Southern merger application soon after regulators found the initial submission incomplete.
Union Pacific Railroad has announced that it will refile its application to acquire Norfolk Southern Railway within weeks after regulators deemed the original submission incomplete, reports New York's Journal of Commerce.
UP CEO Jim Vena expressed disappointment during the railroad's fourth-quarter earnings call, stating that the US Surface Transportation Board required additional information despite nearly 7,000 pages being submitted. He mentioned that the response would take a few weeks to prepare and that the merger is still on track to close in the first half of 2027.
Once resubmitted, the STB will restart a 30-day review period to determine if the filing is complete, allowing interested parties to comment. Mr. Vena indicated that a revised application could be sent in March.
Regulators cited insufficient information on future growth and inconsistencies in baseline assumptions as reasons for the initial rejection. Opponents of the US$85 billion deal argued that UP's projections, which include removing two million truckloads from highways through 1.17 million truckload-to-intermodal conversions within three years, were overly optimistic.
Mr. Vena noted that long-haul intermodal routes over 2,000 miles have a lower rail market share due to handoffs in hubs such as Chicago. He argued that a combined UP and NS network would resemble shorter lanes of 1,000 to 1,500 miles, where rail penetration is higher.
Other railways have stated that handling that volume would require UP to run up to 15 more trains per day, risking congestion. Mr. Vena countered that adding 10 to 15 trains would have a minimal impact compared to the 2,000 daily movements already on the network.
UP also addressed the STB's objection regarding its failure to disclose Schedule 5.6, a document outlining the conditions under which the company could walk away from the deal. He expressed disagreement with the requirement but stated he would comply.
Away from the merger, UP executives offered a cautious outlook for 2026. Chief Financial Officer Jennifer Hanneman noted that economic estimates for industrial production, housing starts, and auto sales had deteriorated, with rail inflation expected to exceed four percent.
UP indicated that international intermodal traffic would likely decline through the first half of 2026, although domestic intermodal remained strong after record volumes in 2025. The railway gained market share from rival BNSF in California and secured freight from the truckload sector, including contracts with Uber Freight.
