TD Cowen upgrades Norfolk Southern and CSX on rising takeover odds

Published 21/07/2025, 15:48
© Reuters.

Investing.com -- TD Cowen upgraded shares of Norfolk Southern (NYSE:NSC) and CSX (NASDAQ:CSX) to Buy on expectations that a wave of U.S. rail consolidation could be set in motion by a likely Union Pacific (NYSE:UNP) bid for Norfolk.

Brokerage believes that such a move would prompt BNSF to pursue CSX, shrinking the number of U.S. Class I railroads from four to two. 

BNSF is a wholly-owned subsidiary of Berkshire Hathaway (NYSE:BRKa).


The upgrade follows a Wall Street Journal report suggesting UNP is in discussions with the NSC board, though no deal has been confirmed.

The analysts said NSC shares offer favorable risk/reward ahead of a potential offer, with a price target of $323, citing conservatively modeled revenue and cost synergies.

CSX was given a $45 price target, though the firm noted it may come with a smaller premium if it becomes the second target in a staggered consolidation sequence.


TD Cowen said it hosted a call with a former Class I rail executive, adding to its conviction that UNP could move forward based on perceived regulatory momentum and operational rationale.

According to the firm, UNP may already have a read on who will fill the currently vacant fifth seat on the Surface Transportation Board (STB), which has been evenly split.

It also suggested UNP is unlikely to have hired advisers without some level of acknowledgment from Washington, implying a potentially more favorable regulatory window under the current administration.

TD Cowen estimates downside risk for NSC near $250 if a deal doesn’t materialize, and sees a bid announcement as a near-term catalyst for both stocks, even with regulatory scrutiny remaining a central hurdle.

The firm acknowledged cultural fit and intangible factors could influence deal viability but did not rule out the possibility of UNP-CSX emerging as a longer-term outcome.

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