CP delivers solid fourth-quarter results; prepared to make history in 2022

January 27, 2022

CALGARY, AB, Jan. 27, 2022 /CNW/ - Canadian Pacific Railway Limited (TSX: CP) (NYSE: CP) today announced its fourth-quarter results, including revenues of $2.04 billion, operating ratio ("OR") of 59.2 percent, adjusted OR1 of 57.5 percent, diluted earnings per share ("EPS") of $0.74 and adjusted diluted EPS1 of $0.95.

Fourth-quarter 2021 highlights

  • Revenues increased 1 percent to $2.04 billion, from $2.01 billion in Q4 2020
  • Reported OR increased by 530 basis points to 59.2 percent from 53.9 percent. The OR in the fourth quarter of 2021 includes $36 million in costs related to the Kansas City Southern acquisition
  • Adjusted OR, which excludes the acquisition-related costs, increased 360 basis points to 57.5 percent
  • Diluted EPS decreased to $0.74, from $1.19 in Q4 2020, while adjusted diluted EPS decreased to $0.95, from $1.01 in Q4 2020

"I am tremendously proud of the resilience the CP team demonstrated to deliver these results. CP's world-class railroaders relied on our strong operating model and commitment to controlling what we can control to safely deliver for customers and shareholders despite the unique challenges faced in the quarter," said Keith Creel, CP President and CEO.

"This quarter we also reached a crucial milestone in our journey to create the first single-line rail network linking the U.S., Mexico and Canada by combining with Kansas City Southern, which closed into voting trust Dec. 14," said Creel.

Full-year 2021 highlights

  • Federal Railroad Administration ("FRA")-reportable personal injuries declined 17 percent to a record-low 0.92 from the previous record-low of 1.11 in 2020
  • Revenues increased 4 percent to $8.0 billion, from $7.71 billion in 2020
  • OR increased 280 basis points to 59.9 percent
  • Adjusted OR increased 50 basis points to 57.6 percent
  • Diluted EPS increased to $4.18 from $3.59, while adjusted diluted EPS increased to $3.76, from $3.53 in 2020

"During a historic year for CP, our dedicated team confronted the adversity we faced throughout 2021 head-on with grit and tenacity," said Creel. "I am excited for what lies ahead with this franchise as we move past the uncertainty and extensive supply chain disruptions created by the COVID-19 pandemic. The demand environment and overall economic strength, combined with CP's unique initiatives and service excellence, have us well-positioned to drive profitable growth for our customers, employees and shareholders. These factors, coupled with the progression of our proposed combination with Kansas City Southern, position CP for another history-making year."

1 These measures have no standardized meanings prescribed by accounting principles generally accepted in the United States of America ("GAAP") and, therefore, may not be comparable to similar measures presented by other companies. For information regarding non-GAAP measures, including reconciliations to the most comparable GAAP measures, see the attached supplementary schedule Non-GAAP Measures. 

Conference Call Details
CP will discuss its results with the financial community in a conference call beginning at 4:30 p.m. ET (2:30 p.m. MT) on Jan. 27, 2022.

Conference Call Access
Toronto participants dial in number: 1-416-764-8688
Operator assisted toll free dial in number: 1-888-390-0546
Callers should dial in 10 minutes prior to the call. 

Webcast
We encourage you to access the webcast and presentation material in the Investors section of CP's website at investor.cpr.ca.

A replay of the fourth-quarter conference call will be available by phone through to Feb. 3, 2022 at 416-764-8677 or toll free 1-888-390-0541, password 580172.

Note on forward-looking information
This news release may contain certain forward-looking information and forward-looking statements (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking information includes, but is not limited to, statements concerning expectations, beliefs, plans, goals, objectives, assumptions and statements about possible future events, conditions, and results of operations or performance. Forward-looking information may contain statements with words or headings such as "financial expectations", "key assumptions", "anticipate", "believe", "expect", "plan", "will", "outlook", "should" or similar words suggesting future outcomes. This news release contains forward-looking information relating, but not limited to statements concerning, cost control efforts, the success of our business, changes to economic and industry conditions, our operations, priorities and plans, anticipated financial and operational performance, business prospects and demand for our services and growth opportunities.

The forward-looking information that may be in this news release is based on current expectations, estimates, projections and assumptions, having regard to CP's experience and its perception of historical trends, and includes, but is not limited to, expectations, estimates, projections and assumptions relating to: changes in business strategies, North American and global economic growth; commodity demand growth; sustainable industrial and agricultural production; commodity prices and interest rates; performance of our assets and equipment; sufficiency of our budgeted capital expenditures in carrying out our business plan; geopolitical conditions, applicable laws, regulations and government policies; the availability and cost of labour, services and infrastructure; the satisfaction by third parties of their obligations to CP; and the anticipated impacts of the COVID-19 pandemic on CP businesses, operating results, cash flows and/or financial condition. Although CP believes the expectations, estimates, projections and assumptions reflected in the forward-looking information presented herein are reasonable as of the date hereof, there can be no assurance that they will prove to be correct. Current conditions, economic and otherwise, render assumptions, although reasonable when made, subject to greater uncertainty.

Undue reliance should not be placed on forward-looking information as actual results may differ materially from those expressed or implied by forward-looking information. By its nature, CP's forward-looking information involves inherent risks and uncertainties that could cause actual results to differ materially from the forward looking information, including, but not limited to, the following factors: changes in business strategies and strategic opportunities; general Canadian, U.S., Mexican and global social, economic, political, credit and business conditions; risks associated with agricultural production such as weather conditions and insect populations; the availability and price of energy commodities; the effects of competition and pricing pressures, including competition from other rail carriers, trucking companies and maritime shippers in Canada, the U.S. and Mexico; North American and global economic growth; industry capacity; shifts in market demand; changes in commodity prices and commodity demand; uncertainty surrounding timing and volumes of commodities being shipped via CP; inflation; geopolitical instability; changes in laws, regulations and government policies, including regulation of rates; changes in taxes and tax rates; potential increases in maintenance and operating costs; changes in fuel prices; disruption in fuel supplies; uncertainties of investigations, proceedings or other types of claims and litigation; compliance with environmental regulations; labour disputes; changes in labour costs and labour difficulties; risks and liabilities arising from derailments; transportation of dangerous goods; timing of completion of capital and maintenance projects; sufficiency of budgeted capital expenditures in carrying out business plans; services and infrastructure; the satisfaction by third parties of their obligations; currency and interest rate fluctuations; exchange rates; effects of changes in market conditions and discount rates on the financial position of pension plans and investments; trade restrictions or other changes to international trade arrangements; the effects of current and future multinational trade agreements on the level of trade among Canada, the U.S. and Mexico; climate change and the market and regulatory responses to climate change; anticipated in-service dates; success of hedging activities; operational performance and reliability; customer, regulatory and other stakeholder approvals and support; regulatory and legislative decisions and actions; the adverse impact of any termination or revocation by the Mexican government of Kansas City Southern de México, S.A. de C.V.'s Concession; public opinion; various events that could disrupt operations, including severe weather, such as droughts, floods, avalanches and earthquakes, and cybersecurity attacks, as well as security threats and governmental response to them, and technological changes; acts of terrorism, war or other acts of violence or crime or risk of such activities; insurance coverage limitations; material adverse changes in economic and industry conditions, including the availability of short and long-term financing; the pandemic created by the outbreak of COVID-19 and its variants and resulting effects on economic conditions, the demand environment for logistics requirements and energy prices, restrictions imposed by public health authorities or governments, fiscal and monetary policy responses by governments and financial institutions, and disruptions to global supply chains; the realization of anticipated benefits and synergies of the KCS transaction and the timing thereof; the success of integration plans for KCS; the focus of management time and attention on the KCS transaction and other disruptions arising from the transaction; estimated future dividends; financial strength and flexibility; debt and equity market conditions, including the ability to access capital markets on favourable terms or at all; cost of debt and equity capital; and the ability of the management of the Company, to execute key priorities, including those in connection with the KCS transaction. The foregoing list of factors is not exhaustive. These and other factors are detailed from time to time in reports filed by CP with securities regulators in Canada and the United States. Reference should be made to "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations - Forward-Looking Statements" in CP's annual and interim reports on Form 10-K and 10-Q.

Any forward-looking information contained in this news release is made as of the date hereof. Except as required by law, CP undertakes no obligation to update publicly or otherwise revise any forward-looking information, or the foregoing assumptions and risks affecting such forward-looking information, whether as a result of new information, future events or otherwise.

About Canadian Pacific
Canadian Pacific is a transcontinental railway in Canada and the United States with direct links to major ports on the west and east coasts. CP provides North American customers a competitive rail service with access to key markets in every corner of the globe. CP is growing with its customers, offering a suite of freight transportation services, logistics solutions and supply chain expertise. Visit cpr.ca to see the rail advantages of CP. CP-IR

FINANCIAL INFORMATION

INTERIM CONSOLIDATED STATEMENTS OF INCOME
(unaudited)


For the three months
ended December 31

For the year ended
December 31

(in millions of Canadian dollars, except share and per share data)

2021

2020

2021

2020

Revenues





Freight

$

1,994

$

1,968

$

7,816

$

7,541

Non-freight

46

44

179

169

Total revenues

2,040

2,012

7,995

7,710

Operating expenses





Compensation and benefits

405

433

1,570

1,560

Fuel

231

169

854

652

Materials

51

54

215

216

Equipment rents

29

34

121

142

Depreciation and amortization

206

197

811

779

Purchased services and other (Note 4)

286

197

1,218

1,050

Total operating expenses

1,208

1,084

4,789

4,399






Operating income

832

928

3,206

3,311

Less:





Equity loss of Kansas City Southern (Note 4)

141

141

Other (income) expense  (Note 2)

(16)

(96)

237

(7)

Merger termination fee (Note 4)

(845)

Other components of net periodic benefit recovery

(101)

(85)

(387)

(342)

Net interest expense

125

112

440

458

Income before income tax expense

683

997

3,620

3,202

Income tax expense (Note 3)

151

195

768

758

Net income

$

532

$

802

$

2,852

$

2,444






Earnings per share (Note 1)





Basic earnings per share

$

0.74

$

1.19

$

4.20

$

3.61

Diluted earnings per share

$

0.74

$

1.19

$

4.18

$

3.59






Weighted-average number of shares (millions) (Note 1)





Basic

718.4

671.0

679.7

677.2

Diluted

721.3

674.1

682.8

679.9






Dividends declared per share (Note 1)

$

0.1900

$

0.1900

$

0.7600

$

0.7120

See Notes to Interim Consolidated Financial Information.

INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)


For the three months
ended December 31

For the year ended
December 31

(in millions of Canadian dollars)

2021

2020

2021

2020

Net income

$

532

$

802

$

2,852

$

2,444

Net (loss) gain in foreign currency translation adjustments, net of
hedging activities

(294)

36

(291)

18

Change in derivatives designated as cash flow hedges(1)

(21)

4

48

10

Change in pension and post-retirement defined benefit plans (Note 6)

1,128

(541)

1,286

(407)

Equity accounted investments(1)

9

(1)

9

(1)

Other comprehensive income (loss) before income taxes

822

(502)

1,052

(380)

Income tax (expense) recovery on above items

(282)

104

(341)

88

Other comprehensive income (loss)

540

(398)

711

(292)

Comprehensive income

$

1,072

$

404

$

3,563

$

2,152

(1) Comparative figures have been reclassified to conform with current period presentation.

See Notes to Interim Consolidated Financial Information.

INTERIM CONSOLIDATED BALANCE SHEETS AS AT
(unaudited)


December 31

December 31

(in millions of Canadian dollars)

2021

2020

Assets



Current assets



Cash and cash equivalents

$

69

$

147

Restricted cash and cash equivalents

13

Accounts receivable, net

819

825

Materials and supplies

235

208

Other current assets

216

141


1,352

1,321

Investment in Kansas City Southern (Note 4)

42,309

Investments

209

199

Properties

21,200

20,422

Goodwill and intangible assets

371

366

Pension asset (Note 6)

2,317

894

Other assets

419

438

Total assets

$

68,177

$

23,640

Liabilities and shareholders' equity



Current liabilities



Accounts payable and accrued liabilities

$

1,609

$

1,467

Long-term debt maturing within one year (Note 5)

1,550

1,186


3,159

2,653

Pension and other benefit liabilities (Note 6)

718

832

Other long-term liabilities

542

585

Long-term debt (Note 5)

18,577

8,585

Deferred income taxes (Note 3)

11,352

3,666

Total liabilities

34,348

16,321

Shareholders' equity



Share capital (Note 4)

25,475

1,983

Additional paid-in capital

66

55

Accumulated other comprehensive loss

(2,103)

(2,814)

Retained earnings

10,391

8,095


33,829

7,319

Total liabilities and shareholders' equity

$

68,177

$

23,640

See Notes to Interim Consolidated Financial Information.

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)


For the three months
ended December 31

For the year ended
December 31

(in millions of Canadian dollars)

2021

2020

2021

2020

Operating activities





Net income

$

532

$

802

$

2,852

$

2,444

Reconciliation of net income to cash provided by operating activities:





Depreciation and amortization

206

197

811

779

Deferred income tax expense

52

88

242

221

Pension recovery and funding

(61)

(58)

(249)

(250)

Equity loss of Kansas City Southern (Note 4)

141

141

Foreign exchange loss (gain) on debt and lease liabilities (Note 2)

32

(103)

(7)

(14)

Other operating activities, net

14

(36)

11

Change in non-cash working capital balances related to operations

(312)

59

(66)

(389)

Cash provided by operating activities

604

985

3,688

2,802

Investing activities





Additions to properties

(421)

(330)

(1,532)

(1,671)

Investment in Kansas City Southern (Note 4)

(10,526)

(12,299)

Investment in Detroit River Tunnel Partnership

(398)

(398)

Investment in Central Maine & Québec Railway

19

Proceeds from sale of properties and other assets

31

13

96

22

Other

6

(2)

5

(2)

Cash used in investing activities

(10,910)

(717)

(13,730)

(2,030)

Financing activities





Dividends paid

(127)

(128)

(507)

(467)

Issuance of CP Common Shares

5

20

25

52

Purchase of CP Common Shares

(564)

(1,509)

Issuance of long-term debt, excluding commercial paper (Note 5)

10,673

10,673

958

Repayment of long-term debt, excluding commercial paper

(10)

(10)

(359)

(84)

Proceeds from term loan

633

Net (repayment) issuance of commercial paper (Note 5)

(388)

384

(454)

270

Net increase in short-term borrowings

5

Acquisition-related financing fees

(6)

(51)

Other

(17)

(24)

11

Cash provided by (used in) financing activities

10,130

(298)

9,936

(764)

Effect of foreign currency fluctuations on U.S. dollar-denominated
cash and cash equivalents

35

(6)

41

6

Cash position





(Decrease) increase in cash, cash equivalents, and restricted cash

(141)

(36)

(65)

14

Cash, cash equivalents, and restricted cash at beginning of period

223

183

147

133

Cash, cash equivalents, and restricted cash at end of period

$

82

$

147

$

82

$

147






Supplemental disclosures of cash flow information:





Income taxes paid

$

151

$

127

$

552

$

582

Interest paid

$

61

$

60

$

426

$

443

See Notes to Interim Consolidated Financial Information.

INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY 
(unaudited)



For the three months ended December 31

(in millions of Canadian dollars except per
share data)


Common
shares (in
millions)


Share

capital

Additional

paid-in

capital

Accumulated

other

comprehensive

loss

Retained

earnings

Total

shareholders'

equity

Balance at October 1, 2021


666.9


$

2,008

$

68

$

(2,643)

$

10,035

$

9,468

Net income



532

532

Other comprehensive income



540

540

Dividends declared ($0.190 per share)



(176)

(176)

Effect of stock-based compensation
expense



5

5

Shares issued for Kansas City Southern
acquisition (Note 4)


262.6


23,461

(5)

23,456

Shares issued under stock option plan


0.2


6

(2)

4

Balance at December 31, 2021


929.7


$

25,475

$

66

$

(2,103)

$

10,391

$

33,829

Balance at October 1, 2020


672.5


$

1,978

$

56

$

(2,416)

$

7,961

$

7,579

Net income



802

802

Other comprehensive loss



(398)

(398)

Dividends declared ($0.190 per share)



(126)

(126)

Effect of stock-based compensation
expense



4

4

CP Common Shares repurchased


(6.7)


(19)

(542)

(561)

Shares issued under stock option plan


0.5


24

(5)

19

Balance at December 31, 2020


666.3


$

1,983

$

55

$

(2,814)

$

8,095

$

7,319

 



For the year ended December 31

(in millions of Canadian dollars except per
share data)


Common
shares (in
millions)


Share

capital

Additional

paid-in

capital

Accumulated

other

comprehensive

loss

Retained

earnings

Total

shareholders'

equity

Balance at January 1, 2021


666.3


$

1,983

$

55

$

(2,814)

$

8,095

$

7,319

Net income



2,852

2,852

Other comprehensive income



711

711

Dividends declared ($0.760 per share)



(556)

(556)

Effect of stock-based compensation
expense



23

23

Shares issued for Kansas City Southern
acquisition (Note 4)


262.6


23,461

(5)

23,456

Shares issued under stock option plan


0.8


31

(7)

24

Balance at December 31, 2021


929.7


$

25,475

$

66

$

(2,103)

$

10,391

$

33,829

Balance at January 1, 2020


685.0


$

1,993

$

48

$

(2,522)

$

7,549

$

7,068

Net income



2,444

2,444

Other comprehensive loss



(292)

(292)

Dividends declared ($0.712 per share)



(479)

(479)

Effect of stock-based compensation
expense



17

17

CP Common Shares repurchased


(20.4)


(58)

(1,419)

(1,477)

Shares issued under stock option plan


1.7


48

(10)

38

Balance at December 31, 2020


666.3


$

1,983

$

55

$

(2,814)

$

8,095

$

7,319

See Notes to Interim Consolidated Financial Information.

NOTES TO INTERIM CONSOLIDATED FINANCIAL INFORMATION
December 31, 2021 
(unaudited)

1    Basis of presentation

This unaudited interim consolidated financial information of Canadian Pacific Railway Limited ("CP", or "the Company"), expressed in Canadian dollars, reflects management's estimates and assumptions that are necessary for its fair presentation in conformity with generally accepted accounting principles in the United States of America ("GAAP"). It does not include all disclosures required under GAAP for annual financial statements and interim financial statements, and should be read in conjunction with the 2020 annual consolidated financial statements and notes included in CP's 2020 Annual Report on Form 10-K and 2021 interim consolidated financial statements. The accounting policies used are consistent with the accounting policies used in preparing the 2020 annual consolidated financial statements.

On April 21, 2021, the Company's shareholders approved a five-for-one share split of the Company's issued and outstanding Common Shares.  On May 13, 2021, the Company's shareholders of record, as of May 5, 2021, received four additional shares for every Common Share held.  Ex-distribution trading in the Company's Common Shares on a split-adjusted basis commenced on May 14, 2021. Proportional adjustments were also made to outstanding awards under the Company's stock-based compensation plans in order to reflect the share split.  All outstanding Common Shares, stock-based compensation awards, and per share amounts herein have been retrospectively adjusted to reflect the share split.

CP's operations can be affected by seasonal fluctuations such as changes in customer demand and weather-related issues. This seasonality could impact quarter-over-quarter comparisons.

In management's opinion, the unaudited interim consolidated financial information includes all adjustments (consisting of normal and recurring adjustments) necessary to present fairly such information. Interim results are not necessarily indicative of the results expected for the fiscal year.

2    Other (income) expense


For the three months
ended December 31

For the year ended
December 31

(in millions of Canadian dollars)

2021

2020

2021

2020

Foreign exchange loss (gain) on debt and lease liabilities

$

32

$

(103)

$

(7)

$

(14)

Other foreign exchange losses (gains)

5

1

(4)

(1)

Acquisition-related (recoveries) costs (Note 4)

(48)

247

Other

(5)

6

1

8

Other (income) expense

$

(16)

$

(96)

$

237

$

(7)


3    Income taxes

During the fourth quarter and for the year ended 2021, the Company recorded a deferred tax liability of $7.2 billion (U.S. $5.6 billion) on the outside basis difference of its investment in Kansas City Southern ("KCS") as a result of the KCS acquisition. The outside basis difference is the excess of the carrying amount of CP's investment in KCS for financial reporting over the tax basis of this investment.

During the fourth quarter and for the year ended 2021, the Company recorded a deferred tax recovery of $33 million (U.S. $26 million) on the outside basis difference of the change in the equity investment in KCS from initial recognition on December 14, 2021.

During the fourth quarter and for the year ended 2020, the Company revalued its deferred income tax balances as a result of a corporate income tax rate decrease due to a change relating to a tax return filing election for the state of North Dakota, resulting in a net recovery of $29 million.

4    Business acquisition

On December 14, 2021, CP completed its acquisition of KCS for consideration of approximately $36 billion (U.S. $28 billion), representing share consideration, cash consideration, and payments to KCS of $1,773 million (U.S. $1,400 million) in the third quarter of 2021 in connection with KCS's payment of the Canadian National Railway ("CN") merger termination fees that related to KCS's termination on September 15, 2021 of the Agreement and Plan of Merger entered into by KCS and CN on May 21, 2021. KCS is a U.S. Class I railway with approximately 7,100 route miles extending from the midwest and southeast portions of the United States south into Mexico and connects with all Class I railways.

Under the terms of the Merger Agreement, the Company issued approximately 262.6 million Common Shares to existing KCS common stockholders at the exchange ratio of 2.884 Common Shares per share of KCS common stock held (valued at approximately $23.5 billion (U.S. $18.3 billion)) and paid cash consideration to existing KCS stockholders of U.S. $90 per share of KCS common stock held and U.S. $37.50 per share of KCS preferred stock held for a total of approximately $10.5 billion (U.S. $8.2 billion). The cash consideration paid was financed by issuances of long-term debt of $2.2 billion and $8.6 billion (U.S. $6.7 billion) on November 24, 2021 and December 2, 2021, respectively (see Note 5).

CP accounts for its investment in KCS of $42,309 million, which includes the outside basis deferred tax liability (see Note 3), using the equity method of accounting while the Surface Transportation Board ("STB") considers the Company's application to control KCS. Subject to final approval by the STB, the Company would obtain control of KCS and expects to account for its acquisition of KCS as a business combination using the acquisition method of accounting.

During the second quarter of 2021, the Company received a merger termination fee of $845 million (U.S. $700 million) from KCS, recorded as "Merger termination fee" in the Company's Interim Consolidated Statements of Income, as a result of KCS's termination on May 21, 2021 of the Agreement and Plan of Merger (the "Original Merger Agreement") entered into by CP and KCS on March 21, 2021. During the fourth quarter and for the year ended December 31, 2021, the Company incurred $157 million and $599 million, respectively, in acquisition-related costs associated with the KCS acquisition, of which costs of $36 million and $183 million were recorded within "Purchased services and other", and recoveries of $48 million and costs of $247 million were recorded within "Other (income) expense" in each period, respectively. Acquisition-related costs, net of tax, of $169 million, incurred by KCS during the 18 days from the date the transaction closed into the voting trust, were included within "Equity loss of Kansas City Southern" in the Company's Interim Consolidated Statements of Income.

5    Debt

Issuance of long-term debt

During the fourth quarter of 2021, the Company issued the following securities for total net proceeds of $10.7 billion to fund the cash consideration component of the KCS acquisition:

Date issued

Description of securities

Maturity

Net proceeds

November 24, 2021

$1.0 billion 1.589% Notes

Nov 2023

$1.00 billion


$1.2 billion 2.540% Notes

Feb 2028

$1.20 billion

December 2, 2021

U.S. $1.5 billion 1.350% Notes

Dec 2024

$1.91 billion (U.S. $1.49 billion)


U.S. $1.0 billion 1.750% Notes

Dec 2026

$1.27 billion (U.S. $0.99 billion)


U.S. $1.4 billion 2.450% Notes

Dec 2031

$1.78 billion (U.S. $1.39 billion)


U.S. $1.0 billion 3.000% Notes

Dec 2041

$1.26 billion (U.S. $0.99 billion)


U.S. $1.8 billion 3.100% Notes

Dec 2051

$2.26 billion (U.S. $1.77 billion)

In conjunction with the above debt issuances, the Company settled all outstanding forward starting floating-to-fixed interest rate swap and interest rate bond lock hedges for a net payment of $226 million.

Commercial paper program

The Company has a commercial paper program which enables it to issue commercial paper up to a maximum aggregate principal amount of U.S. $1.0 billion in the form of unsecured promissory notes. The commercial paper program is backed by the U.S. $1.3 billion revolving credit facility. As at December 31, 2021, the Company had total commercial paper borrowings of U.S. $265 million ($336 million), included in "Long-term debt maturing within one year" on the Company's Interim Consolidated Balance Sheets (December 31, 2020 - U.S. $644 million). The weighted-average interest rate on these borrowings was 0.32% (December 31, 2020 - 0.27%). The Company presents issuances and repayments of commercial paper, all of which have a maturity of less than 90 days, in the Company's Interim Consolidated Statements of Cash Flows on a net basis.

6   Pension and other benefits

The Company's defined benefit pension and post-retirement benefit plans were remeasured at December 31, 2021, resulting in a pre-tax net actuarial gain of $1,076 million. The gain was primarily due to an increase in the discount rate used to measure the benefit obligations from 2.58% at December 31, 2020 to 3.01% at December 31, 2021. The net actuarial gain contributed $973 million to the year-over-year increase in "Pension asset", $103 million to the year-over-year decrease in "Pension and other benefit liabilities", and $808 million, net of tax, to "Other comprehensive income".

Summary of Rail Data



Fourth Quarter


Year

Financial (millions, except per share data)

2021

2020

Total
Change

%
Change


2021

2020

Total
Change

%
Change











Revenues










Freight

$

1,994

$

1,968

$

26

1


$

7,816

$

7,541

$

275

4

Non-freight

46

44

2

5


179

169

10

6

Total revenues

2,040

2,012

28

1


7,995

7,710

285

4











Operating expenses










Compensation and benefits

405

433

(28)

(6)


1,570

1,560

10

1

Fuel

231

169

62

37


854

652

202

31

Materials

51

54

(3)

(6)


215

216

(1)

Equipment rents

29

34

(5)

(15)


121

142

(21)

(15)

Depreciation and amortization

206

197

9

5


811

779

32

4

Purchased services and other

286

197

89

45


1,218

1,050

168

16

Total operating expenses

1,208

1,084

124

11


4,789

4,399

390

9











Operating income

832

928

(96)

(10)


3,206

3,311

(105)

(3)











Less:










Equity loss of Kansas City Southern

141

141

100


141

141

100

Other (income) expense

(16)

(96)

80

(83)


237

(7)

244

(3,486)

Merger termination fee


(845)

(845)

100

Other components of net periodic benefit recovery

(101)

(85)

(16)

19


(387)

(342)

(45)

13

Net interest expense

125

112

13

12


440

458

(18)

(4)











Income before income tax expense

683

997

(314)

(31)


3,620

3,202

418

13











Income tax expense

151

195

(44)

(23)


768

758

10

1











Net income

$

532

$

802

$

(270)

(34)


$

2,852

$

2,444

$

408

17

Operating ratio (%)

59.2

53.9

5.3

530 bps


59.9

57.1

2.8

280 bps











Basic earnings per share(1)

$

0.74

$

1.19

$

(0.45)

(38)


$

4.20

$

3.61

$

0.59

16











Diluted earnings per share(1)

$

0.74

$

1.19

$

(0.45)

(38)


$

4.18

$

3.59

$

0.59

16











Shares Outstanding (1)










Weighted average number of basic shares
outstanding (millions)

718.4

671.0

47.4

7


679.7

677.2

2.5

Weighted average number of diluted shares
outstanding (millions)

721.3

674.1

47.2

7


682.8

679.9

2.9











Foreign Exchange










Average foreign exchange rate (U.S.$/Canadian$)

0.79

0.77

0.02

3


0.80

0.75

0.05

7

Average foreign exchange rate (Canadian$/U.S.$)

1.26

1.30

(0.04)

(3)


1.25

1.34

(0.09)

(7)



(1)

As a result of the five-for-one share split of the Company's issued and outstanding Common Shares, which began trading on a post-split basis on May 14, 2021, per share amounts and all outstanding Common Shares for comparative periods of 2020 have been retrospectively adjusted.

Summary of Rail Data (Continued)


Fourth Quarter


Year

Commodity Data

2021

2020

Total
Change

%
Change

FX
Adjusted
%
Change(1)


2021

2020

Total
Change

%
Change

FX
Adjusted
%
Change(1)













Freight Revenues (millions)












- Grain

$

440

$

508

$

(68)

(13)

(12)


$

1,684

$

1,829

$

(145)

(8)

(5)

- Coal

134

155

(21)

(14)

(14)


625

566

59

10

11

- Potash

115

103

12

12

14


463

493

(30)

(6)

(3)

- Fertilizers and sulphur

78

78

3


305

290

15

5

11

- Forest products

89

84

5

6

10


348

328

20

6

12

- Energy, chemicals and plastics

414

366

48

13

15


1,563

1,519

44

3

7

- Metals, minerals and consumer products

193

155

38

25

28


728

629

99

16

22

- Automotive

87

109

(22)

(20)

(18)


376

324

52

16

22

- Intermodal

444

410

34

8

9


1,724

1,563

161

10

12













Total Freight Revenues

$

1,994

$

1,968

$

26

1

3


$

7,816

$

7,541

$

275

4

7













Freight Revenue per Revenue Ton-
Mile (RTM) (cents)












- Grain

4.66

4.23

0.43

10

12


4.43

4.38

0.05

1

4

- Coal

3.44

2.92

0.52

18

18


3.41

3.06

0.35

11

12

- Potash

2.90

2.50

0.40

16

18


2.78

2.62

0.16

6

9

- Fertilizers and sulphur

6.66

6.02

0.64

11

14


6.30

6.19

0.11

2

7

- Forest products

6.23

5.87

0.36

6

10


6.09

5.97

0.12

2

8

- Energy, chemicals and plastics

6.74

5.91

0.83

14

16


6.14

6.28

(0.14)

(2)

1

- Metals, minerals and consumer products

6.79

6.53

0.26

4

7


6.52

6.75

(0.23)

(3)

2

- Automotive

22.48

22.95

(0.47)

(2)

1


21.30

24.53

(3.23)

(13)

(9)

- Intermodal

6.63

5.81

0.82

14

15


6.22

5.61

0.61

11

13













Total Freight Revenue per RTM

5.54

4.89

0.65

13

15


5.22

4.96

0.26

5

8













Freight Revenue per Carload












- Grain

$

4,297

$

3,719

$

578

16

17


$

3,951

$

3,810

$

141

4

6

- Coal

1,991

2,103

(112)

(5)

(5)


2,144

2,174

(30)

(1)

(1)

- Potash

3,186

2,869

317

11

13


3,068

3,026

42

1

5

- Fertilizers and sulphur

4,875

4,906

(31)

(1)

2


4,736

4,708

28

1

6

- Forest products

4,811

4,641

170

4

8


4,728

4,581

147

3

9

- Energy, chemicals and plastics

5,267

4,541

726

16

18


4,883

4,919

(36)

(1)

3

- Metals, minerals and consumer products

3,244

2,914

330

11

14


3,076

3,034

42

1

7

- Automotive

3,655

3,132

523

17

20


3,443

3,054

389

13

18

- Intermodal

1,752

1,470

282

19

20


1,622

1,489

133

9

11













Total Freight Revenue per Carload

$

3,041

$

2,704

$

337

12

14


$

2,857

$

2,784

$

73

3

6



(1)

This earnings measure has no standardized meaning prescribed by GAAP and, therefore, is unlikely to be comparable to similar measures presented by other companies. This measure is defined and reconciled in Non-GAAP Measures of this Earnings Release.

Summary of Rail Data (Continued)


Fourth Quarter


Year

Commodity Data (Continued)

2021

2020

Total
Change

%
Change


2021

2020

Total
Change

%
Change











Millions of RTM










- Grain

9,435

12,013

(2,578)

(21)


37,999

41,747

(3,748)

(9)

- Coal

3,894

5,301

(1,407)

(27)


18,345

18,510

(165)

(1)

- Potash

3,966

4,120

(154)

(4)


16,671

18,784

(2,113)

(11)

- Fertilizers and sulphur

1,172

1,296

(124)

(10)


4,845

4,683

162

3

- Forest products

1,428

1,432

(4)


5,718

5,491

227

4

- Energy, chemicals and plastics

6,141

6,191

(50)

(1)


25,469

24,172

1,297

5

- Metals, minerals and consumer products

2,842

2,374

468

20


11,170

9,325

1,845

20

- Automotive

387

475

(88)

(19)


1,765

1,321

444

34

- Intermodal

6,696

7,054

(358)

(5)


27,704

27,858

(154)

(1)











Total RTMs

35,961

40,256

(4,295)

(11)


149,686

151,891

(2,205)

(1)











Carloads (thousands)










- Grain

102.4

136.6

(34.2)

(25)


426.2

480.1

(53.9)

(11)

- Coal

67.3

73.7

(6.4)

(9)


291.5

260.4

31.1

12

- Potash

36.1

35.9

0.2

1


150.9

162.9

(12.0)

(7)

- Fertilizers and sulphur

16.0

15.9

0.1

1


64.4

61.6

2.8

5

- Forest products

18.5

18.1

0.4

2


73.6

71.6

2.0

3

- Energy, chemicals and plastics

78.6

80.6

(2.0)

(2)


320.1

308.8

11.3

4

- Metals, minerals and consumer products

59.5

53.2

6.3

12


236.7

207.3

29.4

14

- Automotive

23.8

34.8

(11.0)

(32)


109.2

106.1

3.1

3

- Intermodal

253.4

279.0

(25.6)

(9)


1,062.9

1,049.6

13.3

1











Total Carloads

655.6

727.8

(72.2)

(10)


2,735.5

2,708.4

27.1

1

 


Fourth Quarter


Year


2021

2020

Total
Change

%
Change

FX
Adjusted
%
Change(1)


2021

2020

Total
Change

%
Change

FX
Adjusted
%
Change(1)













Operating Expenses (millions)












Compensation and benefits

$

405

$

433

$

(28)

(6)

(6)


$

1,570

$

1,560

$

10

1

2

Fuel

231

169

62

37

40


854

652

202

31

37

Materials

51

54

(3)

(6)

(6)


215

216

(1)

1

Equipment rents

29

34

(5)

(15)

(12)


121

142

(21)

(15)

(10)

Depreciation and amortization

206

197

9

5

6


811

779

32

4

6

Purchased services and other

286

197

89

45

47


1,218

1,050

168

16

19













Total Operating Expenses

$

1,208

$

1,084

$

124

11

13


$

4,789

$

4,399

$

390

9

12



(1)

This earnings measure has no standardized meaning prescribed by GAAP and, therefore, is unlikely to be comparable to similar measures presented by other companies. This measure is defined and reconciled in Non-GAAP Measures of this Earnings Release.

Summary of Rail Data (Continued)


Fourth Quarter


Year


2021

2020

Total
Change

%
Change


2021

2020

Total
Change

%
Change











Operations Performance




















Gross ton-miles ("GTMs") (millions)

64,574

71,977

(7,403)

(10)


271,921

272,360

(439)

Train miles (thousands)

6,991

7,844

(853)

(11)


29,397

30,324

(927)

(3)

Average train weight - excluding local traffic (tons)

10,011

9,889

122

1


9,967

9,707

260

3

Average train length - excluding local traffic (feet)

8,229

8,207

22


8,200

7,929

271

3

Average terminal dwell (hours)

7.5

6.7

0.8

12


7.2

6.5

0.7

11

Average train speed (miles per hour, or "mph")(1)

22.3

21.9

0.4

2


21.6

22.0

(0.4)

(2)

Locomotive productivity (GTMs / operating horsepower)(2)

193

207

(14)

(7)


201

207

(6)

(3)

Fuel efficiency(3)

0.941

0.948

(0.007)

(1)


0.931

0.942

(0.011)

(1)

U.S. gallons of locomotive fuel consumed (millions)(4)

60.8

68.2

(7.4)

(11)


253.3

256.7

(3.4)

(1)

Average fuel price (U.S. dollars per U.S. gallon)

3.03

1.91

1.12

59


2.70

1.90

0.80

42











Total Employees and Workforce




















Total employees (average)(5)

12,113

12,028

85

1


12,337

12,168

169

1

Total employees (end of period)(5)

11,834

11,890

(56)


11,834

11,890

(56)

Workforce (end of period)(6)

11,872

11,904

(32)


11,872

11,904

(32)











Safety Indicators (7)




















FRA personal injuries per 200,000 employee-hours

0.71

1.11

(0.40)

(36)


0.92

1.11

(0.19)

(17)

FRA train accidents per million train-miles

1.03

0.70

0.33

47


1.10

0.96

0.14

15



(1)

Average train speed is defined as a measure of the line-haul movement from origin to destination including terminal dwell hours. It is calculated dividing the total train miles travelled by the total train hours operated. This calculation does not include delay time related to customers or foreign railroads and excludes the time and distance travelled by: i) trains used in or around CP's yards; ii) passenger trains; and iii) trains used for repairing track.

(2)

Locomotive productivity is defined as daily GTMs divided by daily average operating horsepower. Operating horsepower excludes units offline, up or in storage, or in use on other railways, and includes foreign units online.

(3)

Fuel efficiency is defined as U.S. gallons of locomotive fuel consumed per 1,000 GTMs.

(4)

Includes gallons of fuel consumed from freight, yard and commuter service but excludes fuel used in capital projects and other non-freight activities.

(5)

An employee is defined as an individual currently engaged in full-time, part-time, or seasonal employment with CP.

(6)

Workforce is defined as total employees plus contractors and consultants.

(7)

FRA personal injuries per 200,000 employee-hours for the three months ended December 31, 2020 was previously reported as 1.07, restated to 1.11 in this Earnings Release. This restatement reflects new information available within specified periods stipulated by the FRA but that exceed the Company's financial reporting timeline.

Non-GAAP Measures

The Company presents Non-GAAP measures to provide a basis for evaluating underlying earnings and liquidity trends in the Company's business that can be compared with the results of operations in prior periods. In addition, these Non-GAAP measures facilitate a multi-period assessment of long-term profitability, allowing management and other external users of the Company's consolidated financial information to compare profitability on a long-term basis, including assessing future profitability, with that of the Company's peers. 

These Non-GAAP measures have no standardized meaning and are not defined by accounting principles generally accepted in the United States of America ("GAAP") and, therefore, may not be comparable to similar measures presented by other companies. The presentation of these Non-GAAP measures is not intended to be considered in isolation from, as a substitute for, or as superior to the financial information presented in accordance with GAAP.

Non-GAAP Performance Measures

The Company uses adjusted earnings results including Adjusted income, Adjusted diluted earnings per share, Adjusted operating income and Adjusted operating ratio to evaluate the Company's operating performance and for planning and forecasting future business operations and future profitability. These Non-GAAP measures provide meaningful supplemental information regarding operating results because they exclude certain significant items that are not considered indicative of future financial trends either by nature or amount. As a result, these items are excluded for management assessment of operational performance, allocation of resources and preparation of annual budgets. These significant items may include, but are not limited to, restructuring and asset impairment charges, individually significant gains and losses from sales of assets, acquisition-related costs (including legal, consulting, and financing fees, fair value gain or loss on FX forward contracts and interest rate hedges, FX gain on U.S. dollar-denominated cash on hand from the issuances of long-term debt to fund the KCS acquisition, and transaction costs (net of tax) incurred by KCS which were recognized within the Equity loss of KCS), the merger termination payment received, the foreign exchange ("FX") impact of translating the Company's debt and lease liabilities (including borrowings under the credit facility), discrete tax items, changes in the outside basis tax difference between the carrying amount of CP's equity investment in KCS and its tax basis of this investment, changes in income tax rates, changes to an uncertain tax item, and certain items outside the control of management. These items may not be non-recurring. However, excluding these significant items from GAAP results allows for a consistent understanding of the Company's consolidated financial performance when performing a multi-period assessment including assessing the likelihood of future results. Accordingly, these Non-GAAP financial measures may provide insight to investors and other external users of the Company's consolidated financial information.

Significant items that impact reported earnings for 2021 and 2020 include:

2021:

  • in the fourth quarter, a deferred tax recovery of $33 million on changes in the outside basis difference of the equity investment in KCS that favourably impacted Diluted EPS by 5 cents;
  • in the second quarter, merger termination payment received of $845 million ($748 million after current taxes) in connection with KCS's termination of the Original Merger Agreement effective May 21, 2021, that favourably impacted Diluted EPS by $1.11;
  • during the course of the year, acquisition-related costs of $599 million in connection with the KCS acquisition ($500 million after current tax recovery of $107 million net of deferred tax expense of $8 million), including an expense of $183 million recognized in Purchased services and other, $169 million recognized in Equity loss of KCS, and $247 million recognized in Other expense (income), that unfavourably impacted Diluted EPS by 75 cents as follows:
    • in the fourth quarter, acquisition-related costs of $157 million ($157 million after current tax recovery of $13 million net of deferred tax expense of $13 million), including costs of $36 million recognized in Purchased services and other, $169 million in Equity loss of KCS, and a $48 million recovery recognized in Other (income) expense, that unfavourably impacted Diluted EPS by 22 cents;
    • in the third quarter, acquisition-related costs of $98 million ($80 million after current tax recovery of $61 million net of deferred tax expense of $43 million), including costs of $15 million recognized in Purchased services and other and $83 million recognized in Other expense (income), that unfavourably impacted Diluted EPS by 12 cents;
    • in the second quarter, acquisition-related costs of $308 million ($236 million after current taxes of $25 million and deferred taxes of $47 million), including costs of $99 million recognized in Purchased services and other and $209 million recognized in Other expense (income), that unfavourably impacted Diluted EPS by 35 cents; and
    • in the first quarter, acquisition-related costs of $36 million ($27 million after current taxes of $8 million and deferred taxes of $1 million), including costs of $33 million recognized in Purchased services and other and $3 million recognized in Other expense (income), that unfavourably impacted Diluted EPS by 4 cents; and
  • during the course of the year, a net non-cash gain of $7 million ($6 million after deferred tax) due to FX translation of debt and lease liabilities that favourably impacted Diluted EPS by 1 cents as follows:
    • in the fourth quarter, a $32 million loss ($28 million after deferred tax) that unfavourably impacted Diluted EPS by 4 cents;
    • in the third quarter, a $46 million loss ($40 million after deferred tax) that unfavourably impacted Diluted EPS by 6 cents;
    • in the second quarter, a $52 million gain ($45 million after deferred tax) that favourably impacted Diluted EPS by 7 cents; and
    • in the first quarter, a $33 million gain ($29 million after deferred tax) that favourably impacted Diluted EPS by 4 cents.

2020:

  • in the fourth quarter, a deferred tax recovery of $29 million due to a change relating to a tax return filing election for the state of North Dakota that favourably impacted Diluted EPS by 5 cents; and
  • during the course of the year, a net non-cash gain of $14 million ($12 million after deferred tax) due to FX translation of debt and lease liabilities that favourably impacted Diluted EPS by 2 cents as follows:
    • in the fourth quarter, a $103 million gain ($90 million after deferred tax) that favourably impacted Diluted EPS by 13 cents;
    • in the third quarter, a $40 million gain ($38 million after deferred tax) that favourably impacted Diluted EPS by 6 cents;
    • in the second quarter, an $86 million gain ($82 million after deferred tax) that favourably impacted Diluted EPS by 12 cents; and
    • in the first quarter, a $215 million loss ($198 million after deferred tax) that unfavourably impacted Diluted EPS by 28 cents.

Reconciliation of GAAP Performance Measures to Non-GAAP Performance Measures

The following tables reconcile the most directly comparable measures presented in accordance with GAAP to the Non-GAAP measures:

Adjusted income is calculated as Net income reported on a GAAP basis adjusted for significant items.


For the three months
ended December 31

For the year ended
December 31

(in millions)

2021

2020

2021

2020

Net income as reported

$

532

$

802

$

2,852

$

2,444

Less significant items (pre-tax):





Acquisition-related costs

(157)

(599)

Merger termination fee

845

Impact of FX translation (loss) gain on debt and lease liabilities

(32)

103

7

14

Add:





Tax effect of adjustments(1)

(4)

13

(1)

2

Deferred tax recovery on the outside basis difference of the investment in
KCS

(33)

(33)

Income tax rate changes

(29)

(29)

Adjusted income

$

684

$

683

$

2,565

$

2,403

(1)

The tax effect of adjustments was calculated as the pre-tax effect of the adjustments multiplied by the applicable tax rate for the above items of 2.27% and 0.51% for the three months and year ended December 31, 2021, and 12.35% and 13.58% for the three months and year ended December 31, 2020, respectively. The applicable tax rates reflect the taxable jurisdictions and nature, being on account of capital or income, of the significant items.

Adjusted diluted earnings per share is calculated using Adjusted income, as defined above, divided by the weighted-average diluted number of Common Shares outstanding during the period as determined in accordance with GAAP.


For the three months
ended December 31

For the year ended
December 31


2021

2020

2021

2020

Diluted earnings per share as reported

$

0.74

$

1.19

$

4.18

$

3.59

Less significant items (pre-tax):





Acquisition-related costs

(0.22)

(0.88)

Merger termination fee

1.24

Impact of FX translation (loss) gain on debt and lease liabilities

(0.05)

0.15

0.01

0.02

Add:





Tax effect of adjustments(1)

(0.01)

0.02

Deferred tax recovery on the outside basis difference of the investment in
KCS

(0.05)

(0.05)

Income tax rate changes

(0.05)

(0.04)

Adjusted diluted earnings per share

$

0.95

$

1.01

$

3.76

$

3.53

(1)

The tax effect of adjustments was calculated as the pre-tax effect of the adjustments multiplied by the applicable tax rate for the above items of 2.27% and 0.51% for the three months and year ended December 31, 2021, and 12.35% and 13.58% for the three months and year ended December 31, 2020, respectively. The applicable tax rates reflect the taxable jurisdictions and nature, being on account of capital or income, of the significant items.

Adjusted operating income is calculated as Operating income reported on a GAAP basis less significant items.


For the three months
ended December 31

For the year ended
December 31

(in millions of Canadian dollars)

2021

2020

2021

2020

Operating income as reported

$

832

$

928

$

3,206

$

3,311

Less significant item:





Acquisition-related costs

(36)

(183)

Adjusted operating income

$

868

$

928

$

3,389

$

3,311

Adjusted operating ratio excludes those significant items that are reported within operating income.


For the three months
ended December 31

For the year ended
December 31


2021

2020

2021

2020

Operating ratio as reported

59.2

%

53.9

%

59.9

%

57.1

%

Less significant item:





Acquisition-related costs

1.7

%

%

2.3

%

%

Adjusted operating ratio

57.5

%

53.9

%

57.6

%

57.1

%

Adjusted Return on Invested Capital ("Adjusted ROIC")

Adjusted ROIC is calculated as Adjusted return divided by Adjusted average invested capital. Adjusted return is defined as Net income adjusted for interest expense, tax effected at the Company's adjusted annualized effective tax rate, and significant items in the Company's Consolidated Financial Statements, tax effected at the applicable tax rate. Adjusted average invested capital is defined as the sum of total Shareholders' equity, Long-term debt, and Long-term debt maturing within one year, as presented in the Company's Consolidated Financial Statements, each averaged between the beginning and ending balance over a rolling 12-month period, adjusted for the impact of significant items, tax effected at the applicable tax rate, on closing balances as part of this average. Adjusted ROIC excludes significant items reported in the Company's Consolidated Financial Statements, as these significant items are not considered indicative of future financial trends either by nature or amount, and excludes interest expense, net of tax, to incorporate returns on the Company's overall capitalization. Adjusted ROIC is a performance measure that measures how productively the Company uses its long-term capital investments, representing critical indicators of good operating and investment decisions made by management, and is an important performance criteria in determining certain elements of the Company's long-term incentive plan. Adjusted ROIC is reconciled below from Return on average shareholders' equity, the most comparable measure calculated in accordance with GAAP.

Calculation of Return on average shareholders' equity


For the year ended December 31

(in millions, except for percentages)

2021

2020

Net income as reported

$

2,852

$

2,444

Average shareholders' equity

$

20,574

$

7,194

Return on average shareholders' equity

13.9%

34.0%

Reconciliation of Net income to Adjusted return


For the year ended December 31

(in millions)

2021

2020

Net income as reported

$

2,852

$

2,444

Add:



Net interest expense

440

458

Tax on interest(1)

(106)

(113)

Significant items:



Acquisition-related costs

599

Merger termination fee

(845)

Impact of FX translation gain on debt
and lease liabilities (pre-tax)

(7)

(14)

Tax on significant items(2)

(1)

2

Deferred tax recovery on the outside basis
difference of the investment in KCS

(33)

Income tax rate changes

(29)

Adjusted return

$

2,899

$

2,748

(1)

Tax was calculated at the adjusted annualized effective tax rate of 23.85% and 24.61% for each of the above items for the years ended December 31, 2021 and 2020, respectively.

(2)

Tax was calculated as the pre-tax effect of the adjustments multiplied by the applicable tax rate for the above items of 0.51% and 13.58% for the years ended December 31, 2021 and 2020, respectively.

Reconciliation of Average shareholders' equity to Adjusted average invested capital


For the year ended December 31

(in millions)

2021

2020

Average shareholders' equity

$

20,574

$

7,194

Average Long-term debt, including long-term
debt maturing within one year

14,949

9,264


$

35,523

$

16,458

Less:



Significant items (pre-tax):



Acquisition-related costs

(300)

Merger termination fee

423

Tax on significant items(1)

1

Deferred tax recovery on the outside basis difference of the
investment in KCS

16

Income tax rate changes

15

Adjusted average invested capital

$

35,383

$

16,443

(1)

Tax was calculated at the pre-tax effect of the adjustment multiplied by the applicable tax rate of 0.90% for the twelve months ended December 31, 2021. The applicable tax rate reflects the taxable jurisdiction and nature, being on account of capital or income, of the significant item.

Calculation of Adjusted ROIC


For the year ended December 31

(in millions, except for percentages)

2021

2020

Adjusted return

$

2,899

$

2,748

Adjusted average invested capital

$

35,383

$

16,443

Adjusted ROIC

8.2%

16.7%

Free Cash

Free cash is calculated as Cash provided by operating activities, less Cash used in investing activities, adjusted for changes in cash and cash equivalents balances resulting from FX fluctuations, the operating cash flow impacts of acquisition-related costs associated with the KCS transaction including settlement of cash flow hedges upon debt issuance and FX gain on U.S. dollar-denominated cash held to fund the KCS acquisition, the merger termination payment received related to KCS's termination of the Original Merger Agreement, and the acquisitions of KCS, Central Maine and Québec Railway ("CMQ") and Detroit River Tunnel Partnership ("DRTP"). Free cash is a measure that management considers to be a valuable indicator of liquidity. Free cash is useful to investors and other external users of the Company's Consolidated Financial Statements as it assists with the evaluation of the Company's ability to generate cash to satisfy debt obligations and discretionary activities such as dividends, share repurchase programs, and other strategic opportunities. The acquisition-related costs associated with the KCS acquisition and the merger termination payment received related to KCS's termination of the Original Merger Agreement are not indicative of operating trends and have been excluded from Free cash. The acquisition of KCS, CMQ, and DRTP are not indicative of investment trends and have also been excluded from Free cash. Free cash should be considered in addition to, rather than as a substitute for, Cash provided by operating activities.

Reconciliation of Cash Provided by Operating Activities to Free Cash


For the three months
ended December 31

For the year  ended
December 31

(in millions)

2021

2020

2021

2020

Cash provided by operating activities

$

604

$

985

$

3,688

$

2,802

Cash used in investing activities

(10,910)

(717)

(13,730)

(2,030)

Effect of foreign currency fluctuations on U.S.
dollar-denominated cash and
cash equivalents

35

(6)

41

6

Less:





Acquisition-related costs

(293)

(340)

Merger termination fee

845

Investment in Kansas City Southern

(10,526)

(12,299)

Investment in Central Maine and Québec Railway

19

Investment in Detroit River Tunnel Partnership

(398)

(398)

Free cash

$

548

$

660

$

1,793

$

1,157

Foreign Exchange Adjusted % Change

FX adjusted % change allows certain financial 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. Financial result variances at constant currency are obtained by translating the comparable period of the prior year results denominated in U.S. dollars at the foreign exchange rates of the current period.

FX adjusted % changes in revenues are further used in calculating FX adjusted % change in freight revenue per carload and RTM. FX adjusted % changes in revenues are as follows:


For the three months ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Freight revenues by line of business






Grain

$

440

$

508

$

(7)

$

501

(12)

Coal

134

155

155

(14)

Potash

115

103

(2)

101

14

Fertilizers and sulphur

78

78

(2)

76

3

Forest products

89

84

(3)

81

10

Energy, chemicals and plastics

414

366

(6)

360

15

Metals, minerals and consumer products

193

155

(4)

151

28

Automotive

87

109

(3)

106

(18)

Intermodal

444

410

(4)

406

9

Freight revenues

1,994

1,968

(31)

1,937

3

Non-freight revenues

46

44

(1)

43

7

Total revenues

$

2,040

$

2,012

$

(32)

$

1,980

3

 


For the year ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Freight revenues by line of business






Grain

$

1,684

$

1,829

$

(48)

$

1,781

(5)

Coal

625

566

(4)

562

11

Potash

463

493

(16)

477

(3)

Fertilizers and sulphur

305

290

(14)

276

11

Forest products

348

328

(18)

310

12

Energy, chemicals and plastics

1,563

1,519

(53)

1,466

7

Metals, minerals and consumer products

728

629

(31)

598

22

Automotive

376

324

(15)

309

22

Intermodal

1,724

1,563

(27)

1,536

12

Freight revenues

7,816

7,541

(226)

7,315

7

Non-freight revenues

179

169

(2)

167

7

Total revenues

$

7,995

$

7,710

$

(228)

$

7,482

7

FX adjusted % changes in operating expenses are as follows:


For the three months ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Compensation and benefits

$

405

$

433

$

(3)

$

430

(6)

Fuel

231

169

(4)

165

40

Materials

51

54

54

(6)

Equipment rents

29

34

(1)

33

(12)

Depreciation and amortization

206

197

(2)

195

6

Purchased services and other

286

197

(3)

194

47

Total operating expenses

$

1,208

$

1,084

$

(13)

$

1,071

13

 


For the year ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Compensation and benefits

$

1,570

$

1,560

$

(27)

$

1,533

2

Fuel

854

652

(29)

623

37

Materials

215

216

(3)

213

1

Equipment rents

121

142

(8)

134

(10)

Depreciation and amortization

811

779

(14)

765

6

Purchased services and other

1,218

1,050

(30)

1,020

19

Total operating expenses

$

4,789

$

4,399

$

(111)

$

4,288

12

FX adjusted % change in operating income is as follows:


For the three months ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Operating income

$

832

$

928

$

(19)

$

909

(8)




For the year ended December 31

(in millions)

Reported
2021

Reported
2020

Variance

due to FX

FX Adjusted
2020

FX Adjusted 
% Change

Operating income

$

3,206

$

3,311

$

(117)

$

3,194

Dividend Payout Ratio and Adjusted Dividend Payout Ratio

Dividend payout ratio is calculated as dividends declared per share divided by Diluted EPS. Adjusted dividend payout ratio is calculated as dividends declared per share divided by Adjusted diluted EPS, as defined above. This ratio is a measure of shareholder return and provides information on the Company's ability to declare dividends on an ongoing basis, excluding significant items.

Calculation of Dividend Payout Ratio


For the year ended December 31

(in dollars, except for percentages)

2021

2020

Dividends declared per share

$

0.7600

$

0.7120

Diluted EPS

4.18

3.59

Dividend payout ratio

18.2%

19.8%

Calculation of Adjusted Dividend Payout Ratio


For the year ended December 31

(in dollars, except for percentages)

2021

2020

Dividends declared per share

$

0.7600

$

0.7120

Adjusted diluted EPS

3.76

3.53

Adjusted dividend payout ratio

20.2%

20.1%

Adjusted Net Debt to Adjusted EBITDA Ratio

Adjusted net debt to Adjusted earnings before interest, tax, depreciation and amortization ("EBITDA") ratio is calculated as Adjusted net debt divided by Adjusted EBITDA. The Adjusted net debt to Adjusted EBITDA ratio is a key credit measure used to assess the Company's financial capacity. The ratio provides information on the Company's ability to service its debt and other long-term obligations from operations, excluding significant items. The Adjusted net debt to Adjusted EBITDA ratio is reconciled below from the Long-term debt to Net income ratio, the most comparable measure calculated in accordance with GAAP.

Calculation of Long-term Debt to Net Income Ratio

(in millions, except for ratios)

2021

2020

Long-term debt including long-term debt maturing within one year as at December 31

$

20,127

$

9,771

Net income for the year ended December 31

$

2,852

$

2,444

Long-term debt to Net income ratio

7.1

4.0

Reconciliation of Long-term Debt to Adjusted Net Debt

Adjusted net debt is defined as Long-term debt, Long-term debt maturing within one year and Short-term borrowing as reported on the Company's Consolidated Balance Sheets adjusted for pension plans deficit, operating lease liabilities recognized on the Company's Consolidated Balance Sheets, and Cash and cash equivalents. Adjusted net debt is used as a measure of debt and long-term obligations as part of the calculation of Adjusted Net Debt to Adjusted EBITDA.

(in millions)

2021

2020

Long-term debt including long-term debt maturing within one year as at
December 31

$

20,127

$

9,771

Add:



Pension plans deficit(1)

263

328

Operating lease liabilities

283

311

Less:



Cash and cash equivalents

69

147

Adjusted net debt as at December 31

$

20,604

$

10,263

(1)

Pension plans deficit is the total funded status of the Pension plans in deficit only.

Reconciliation of Net Income to EBIT, Adjusted EBIT and Adjusted EBITDA

Earnings before interest and tax ("EBIT") is calculated as Net income before Net interest expense and Income tax expense. Adjusted EBIT excludes significant items reported in both Operating income and Other (income) expense. Adjusted EBITDA is calculated as Adjusted EBIT plus operating lease expense and Depreciation and amortization, less Other components of net periodic benefit recovery. Adjusted EBITDA is used as a measure of liquidity derived from operations, excluding significant items, as part of the calculation of Adjusted Net Debt to Adjusted EBITDA.


For the year ended December 31

(in millions)

2021

2020

Net income as reported

$

2,852

$

2,444

Add:



Net interest expense

440

458

Income tax expense

768

758

EBIT

4,060

3,660

Less significant items (pre-tax):



Acquisition-related costs

(599)

Merger termination fee

845

Impact of FX translation gain on debt and lease liabilities

7

14

Adjusted EBIT

3,807

3,646

Add:



Operating lease expense

72

78

Depreciation and amortization

811

779

Less:



Other components of net periodic benefit recovery

387

342

Adjusted EBITDA

$

4,303

$

4,161

Calculation of Adjusted Net Debt to Adjusted EBITDA Ratio

(in millions, except for ratios)

2021

2020

Adjusted net debt as at December 31

$

20,604

$

10,263

Adjusted EBITDA for the twelve months ended December 31

$

4,303

$

4,161

Adjusted net debt to Adjusted EBITDA ratio

4.8

2.5

 

Cision View original content:https://www.prnewswire.com/news-releases/cp-delivers-solid-fourth-quarter-results-prepared-to-make-history-in-2022-301470133.html

SOURCE Canadian Pacific