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CN Rail dealt blow by U.S. in takeover fight for Kansas City Southern – Yahoo Canada Finance

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A U.S. regulator has rejected a key part of Canadian National Railway’s (CNR.TO) proposed takeover of Kansas City Southern (KSU), leaving the future of the $33.6 billion deal in question. 

The U.S. Surface Transportation Board (STB) rejected CN’s proposed use of a voting trust that would allow the company to hold and operate KCS as it waits for additional regulatory approvals. The trust would allow KCS shareholders to be paid without having to wait for a final decision on the deal. 

“The board has determined that the proposed voting trust is not consistent with the public interest standard under the board’s merger regulations,” the STB said in a statement released Tuesday. The STB also said that the use of a voting trust “would give rise to potential public interest harms relating to both competition and divestiture.” 

“Applicants have shown no benefit from the use of a voting trust to stakeholders other than KCS and CN,” the STB said.  

The ruling is a blow to CN, which had hoped to merge with KCS to create the first railway in North America connecting Canada, the U.S. and Mexico. 

The decision could also breathe life into Canadian Pacific’s (CP.TO) bid for the railway, which KCS rejected in favour of the pricier offer from CN. 

CP submitted a new $31 billion stock-and-cash bid for KCS earlier this month, an offer that fell short of CN’s. CP chief executive Keith Creel opted not to engage in a bidding war – something he said would have been “destructive to CP shareholders” – and argued that his company’s bid offered more regulatory certainty. The STB has already approved CP’s voting trust.

The ruling sent shares of KCS and CP down on Tuesday, closing the day down 4.5 and 4.6 per cent respectively. CN’s stock closed the trading day up 7.4 per cent. 

In a 33-page decision released Tuesday, the STB said it received submissions from shippers, labour groups, the U.S. Department of Justice and CP in opposition of CN’s voting trust. Several groups representing shipper associations expressed concern about what a potential deal could mean for competition. Another group worried that the high-premium CN has offered to pay KCS “would fall on captive shippers.” The Department of Justice said the overlapping routes could diminish competitive incentives if the voting trust was to be consummated.

CN had argued that the voting trust would serve the public interest by “preserving the board’s ability to consider the significant public benefits that would flow from a CN-KCS combination.” CN also received submissions in support of the deal from shippers, suppliers, elected officials, local governments, and labour unions saying a voting trust would allow KCS shareholders “to make a fair and informed decision” on the merger. 

With files from the Canadian Press

Alicja Siekierska is a senior reporter at Yahoo Finance Canada. Follow her on Twitter @alicjawithaj.

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Canada Goose to get into eyewear through deal with Marchon

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TORONTO – Canada Goose Holdings Inc. says it has signed a deal that will result in the creation of its first eyewear collection.

The deal announced on Thursday by the Toronto-based luxury apparel company comes in the form of an exclusive, long-term global licensing agreement with Marchon Eyewear Inc.

The terms and value of the agreement were not disclosed, but Marchon produces eyewear for brands including Lacoste, Nike, Calvin Klein, Ferragamo, Longchamp and Zeiss.

Marchon plans to roll out both sunglasses and optical wear under the Canada Goose name next spring, starting in North America.

Canada Goose says the eyewear will be sold through optical retailers, department stores, Canada Goose shops and its website.

Canada Goose CEO Dani Reiss told The Canadian Press in August that he envisioned his company eventually expanding into eyewear and luggage.

This report by The Canadian Press was first published Sept. 19, 2024.

Companies in this story: (TSX:GOOS)

The Canadian Press. All rights reserved.

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A timeline of events in the bread price-fixing scandal

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Almost seven years since news broke of an alleged conspiracy to fix the price of packaged bread across Canada, the saga isn’t over: the Competition Bureau continues to investigate the companies that may have been involved, and two class-action lawsuits continue to work their way through the courts.

Here’s a timeline of key events in the bread price-fixing case.

Oct. 31, 2017: The Competition Bureau says it’s investigating allegations of bread price-fixing and that it was granted search warrants in the case. Several grocers confirm they are co-operating in the probe.

Dec. 19, 2017: Loblaw and George Weston say they participated in an “industry-wide price-fixing arrangement” to raise the price of packaged bread. The companies say they have been co-operating in the Competition Bureau’s investigation since March 2015, when they self-reported to the bureau upon discovering anti-competitive behaviour, and are receiving immunity from prosecution. They announce they are offering $25 gift cards to customers amid the ongoing investigation into alleged bread price-fixing.

Jan. 31, 2018: In court documents, the Competition Bureau says at least $1.50 was added to the price of a loaf of bread between about 2001 and 2016.

Dec. 20, 2019: A class-action lawsuit in a Quebec court against multiple grocers and food companies is certified against a number of companies allegedly involved in bread price-fixing, including Loblaw, George Weston, Metro, Sobeys, Walmart Canada, Canada Bread and Giant Tiger (which have all denied involvement, except for Loblaw and George Weston, which later settled with the plaintiffs).

Dec. 31, 2021: A class-action lawsuit in an Ontario court covering all Canadian residents except those in Quebec who bought packaged bread from a company named in the suit is certified against roughly the same group of companies.

June 21, 2023: Bakery giant Canada Bread Co. is fined $50 million after pleading guilty to four counts of price-fixing under the Competition Act as part of the Competition Bureau’s ongoing investigation.

Oct. 25 2023: Canada Bread files a statement of defence in the Ontario class action denying participating in the alleged conspiracy and saying any anti-competitive behaviour it participated in was at the direction and to the benefit of its then-majority owner Maple Leaf Foods, which is not a defendant in the case (neither is its current owner Grupo Bimbo). Maple Leaf calls Canada Bread’s accusations “baseless.”

Dec. 20, 2023: Metro files new documents in the Ontario class action accusing Loblaw and its parent company George Weston of conspiring to implicate it in the alleged scheme, denying involvement. Sobeys has made a similar claim. The two companies deny the allegations.

July 25, 2024: Loblaw and George Weston say they agreed to pay a combined $500 million to settle both the Ontario and Quebec class-action lawsuits. Loblaw’s share of the settlement includes a $96-million credit for the gift cards it gave out years earlier.

Sept. 12, 2024: Canada Bread files new documents in Ontario court as part of the class action, claiming Maple Leaf used it as a “shield” to avoid liability in the alleged scheme. Maple Leaf was a majority shareholder of Canada Bread until 2014, and the company claims it’s liable for any price-fixing activity. Maple Leaf refutes the claims.

This report by The Canadian Press was first published Sept. 19, 2024.

Companies in this story: (TSX:L, TSX:MFI, TSX:MRU, TSX:EMP.A, TSX:WN)

The Canadian Press. All rights reserved.

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TD CEO to retire next year, takes responsibility for money laundering failures

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TORONTO – TD Bank Group, which is mired in a money laundering scandal in the U.S., says chief executive Bharat Masrani will retire next year.

Masrani, who will retire officially on April 10, 2025, says the bank’s, “anti-money laundering challenges,” took place on his watch and he takes full responsibility.

The bank named Raymond Chun, TD’s group head, Canadian personal banking, as his successor.

As part of a transition plan, Chun will become chief operating officer on Nov. 1 before taking over the top job when Masrani steps down at the bank’s annual meeting next year.

TD also announced that Riaz Ahmed, group head, wholesale banking and president and CEO of TD Securities, will retire at the end of January 2025.

TD has taken billions in charges related to ongoing U.S. investigations into the failure of its anti-money laundering program.

This report by The Canadian Press was first published Sept. 19, 2024.

Companies in this story: (TSX:TD)

The Canadian Press. All rights reserved.

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