By Allison Lampert and Euan Rocha
MONTREAL/TORONTO, Dec 16 (Reuters) - Canadian Pacific
Railway Ltd CP.TO slammed Norfolk Southern Corp (N:NSC) NSC.N on
Wednesday, accusing it of misleading investors even as its
executives rolled out a new bid with increased shareholder
protections to acquire the U.S.-based railroad.
Executives from Canada's second-largest railroad took their
appeal directly to Norfolk Southern's shareholders whom they
offered an additional 0.451 of a Contingent Value Right (CVR) in
a new company that could be converted to cash and would increase
the value of the deal by up to $3.4 billion, they said.
Described as a type of 15-month "insurance policy," the CVR
would protect shareholders in the event that the stock value of
the new company combining CP and Norfolk Southern drops below
what is expected, they said.
The CVR was added to the terms of CP's rejected December 8.
For each share tendered Norfolk shareholders would now receive a
CVR, along with $32.86 in cash and 0.451 of a share in a new
holding company that would own both Norfolk Southern and
Canadian Pacific.
"If this is going to be a street fight, so be it," said CP
Chief Executive Hunter Harrison during a call with analysts on
Wednesday. "The clock is ticking and it's ticking down. And it's
time for some of us to take action."
(Editing by James Dalgleish)