Kansas City Southern to be acquired by Canadian National Railway (TSE: CNR) for $34.6 billion on May 21, 2021.

Kansas City Southern (NYS: KSU), the smallest Class I railroad, derives about half of its $2.6 billion revenue on 3,400 miles of track in the Central and Southern United States. CS’ freight includes industrial and forest products (around 21% of total revenue), chemicals and petroleum (26%), agriculture and minerals (18%), intermodal (13%), energy (9%), and autos (9%); other revenue stems from switching, demurrage, and the like.

The company will receive a contingent payout of $1 billion if the U.S. Surface Transportation Board (STB) rejects a voting trust structure it has put forward to complete the deal. The acquisition will create a North American railway spanning the United States, Mexico and Canada.