The arc of Atlanta’s history and the path of its growth can be traced through the rail lines that forged it.
Many of those tracks today are operated by Atlanta-based Norfolk Southern, a railroad with outsize influence on the city’s past and present, and a railroad that could soon be sold to a rival from Nebraska.
Norfolk Southern employs thousands of Georgians and serves as a lynchpin of economic activity. It even played a pivotal role in the ongoing redevelopment of downtown’s Gulch.
When the company announced plans in late 2018 to relocate to Atlanta from Virginia, there appeared to be nothing but clear tracks ahead.
But the years since have been both momentous and tumultuous for Norfolk Southern.
The company sold land holdings that make up a big part of downtown’s Centennial Yards project, a mini-city set to redefine what had been a tangle of parking lots and rail lines near Mercedes-Benz Stadium. Those proceeds enabled it to open its landmark Midtown headquarters in 2021.
Credit: Miguel Martinez
Credit: Miguel Martinez
But its time here has also been marred by a train derailment in Ohio and a scandal that prompted the firing of two top executives. And now Atlanta seems to be the last stop for Norfolk Southern as an independent company.
Norfolk Southern announced Tuesday it reached an $85 billion acquisition agreement with Union Pacific, a blockbuster merger that’s potentially the largest in American railroad history. If approved by federal regulators, it will create the country’s first transcontinental railroad company, resulting in a consolidation of headquarters operations in Omaha, Nebraska. The companies estimate the deal could wrap in 2027.
Though the freight trains of the combined company will continue to wind through the state, carrying commerce with them, the announcement carries major ramifications for the region.
Atlanta is likely to lose corporate jobs, even as leaders of both railroads say the city “will remain a core location” for the future. It also deflates some of the enthusiasm state and city leaders expressed when snagging Norfolk Southern’s headquarters, a decision heralded as a major win at the time.
While hurdles remain and it could take two years for the acquisition to become final, the potential to lose a well-establish Fortune 500 company is always an ego hit for a city. But politicians and analysts said it’s an inevitable risk of playing the corporate recruitment game.
“When one place is celebrating a win, that can be a loss somewhere else,” said Bert Brantley, the chief operating officer at the Georgia Department of Economic Development when the state wooed Norfolk Southern.
A Norfolk Southern spokesperson said the company values “its longstanding relationship with the state and Georgia communities, and we are proud of the investments/impact we’ve made here,” and said the merger can unlock more benefits for the state through recruiting new companies to locate along a rail network with expanded reach.
The railroads plan to keep Atlanta as a core location for the merged company, especially for technology, operations and innovation. Executives said union employees who have a job will have jobs in the merged company, and for non-union employees, “we’ll be thoughtful and deliberate as we evaluate how best to integrate our teams.”
Credit: arvin.temkar@ajc.com
Credit: arvin.temkar@ajc.com
Nate Jensen, a professor of government at the University of Texas at Austin who studies economic development strategies, said landing a headquarters is often perceived as a milestone given their cachet, influence and wealth of jobs. It’s often called “buffalo hunting,” he said.
Georgia and Atlanta leaders offered Norfolk Southern more than $79 million in tax breaks and other incentives to recruit the headquarters, according to documents obtained by The Atlanta Journal-Constitution through the Georgia Open Records Act.
To receive the bulk of those financial benefits, the railroad had to hit investment and job metrics. Those included adding 850 new and relocated jobs to Atlanta and investing nearly $600 million in a shiny office tower at 650 W. Peachtree St.
The Department of Economic Development and Invest Atlanta, the city’s economic development agency, confirmed the company fulfilled its obligations. The company is also allowed to sell the office building starting in 2026, according to its agreement.
Credit: arvin.temkar@ajc.com
Credit: arvin.temkar@ajc.com
Jensen said it’s difficult to measure the return on investment of such a deal, especially if Norfolk Southern’s time based in Atlanta ends up being so brief. But he said it’s a reminder that a public company’s only true loyalty is to its shareholders.
“The easier they are to recruit, the easier they are to be recruited away from your location,” Jensen said.
A long history
Norfolk Southern’s history dates back to the 1800s, when its predecessor railroads were chartered.
It also has deep connections with Atlanta, a city founded as the end of a railroad line and originally known as Terminus.
The name Norfolk Southern came from the merger of Norfolk & Western Railway and Southern Railway in 1982. Southern Railway, financed by J.P. Morgan starting in 1894, supported Georgia’s agriculture industry and served Atlanta shippers like Coca-Cola, according to the Atlanta History Center.
The combined Norfolk Southern, then based in Norfolk, Virginia, had a regional campus with about 2,000 employees near Woodruff Arts Center, before announcing in 2018 its plans to move its headquarters to a new Midtown Atlanta building. At the time, Norfolk Southern already employed more than 4,700 people in Georgia — a larger workforce than in its home state of Virginia.
Credit: arvin.temkar@ajc.com
Credit: arvin.temkar@ajc.com
Norfolk Mayor Kenny Alexander told the AJC in 2018 his city wouldn’t get into a bidding war with Atlanta to keep the railroad’s headquarters.
Norfolk Southern’s brand has since become a mainstay on the donor rolls of local nonprofits and boards. The company sponsored an expansion of the National Center for Civil and Human Rights this spring, and its Chief Commercial Officer is the Georgia Chamber of Commerce board’s chair.
The two most prominent recruiters of Norfolk Southern to Midtown were then-Atlanta Mayor Keisha Lance Bottoms and then-Gov. Nathan Deal.
Bottoms, now running for governor, stood by her efforts.
“The Norfolk Southern project helped propel major investment in the city, including new jobs and new affordable housing in downtown Atlanta,” she said. “I am hopeful that Norfolk Southern keeps jobs here in Atlanta, and that our current statewide leaders strongly advocate for keeping jobs in Georgia during the merger review process.”
Deal deferred a request for comment to his successor, Gov. Brian Kemp, who posted on the social media site X that Norfolk Southern has long been “a valued partner to Georgia farmers and manufacturers.”
“As they enter this next chapter of growth,” he continued, “we will continue to value this partnership and the benefits it brings to our logistics network throughout the state and in our capital city.”
The taxpayer-backed incentive package included $39 million in various tax credits and a $7 million regional economic business assistance grant — a program used to woo competitive projects. The city also chipped in nearly $24 million in property tax savings spread across a decade.
Invest Atlanta negotiated adding a $600,000 grant through its economic opportunity fund as part of the deal, but it was withdrawn after never being finalized.
Norfolk Southern is a utility and pays property taxes through a state-managed program. The company is projected to pay $62 million in property taxes despite the local tax break, Invest Atlanta said.
“We are closely following the merger to better understand the companies’ plans going forward,” the agency said.
Controversy
Norfolk Southern’s glistening Midtown skyscraper opened in late 2021.
But just over a year later, Norfolk Southern entered one of its most troubled periods in its history.
On Feb. 3, 2023, a Norfolk Southern train carrying hazardous materials derailed in East Palestine, Ohio, erupting into a fire that forced residents to evacuate. A few days later, a decision to deliberately burn off toxic vinyl chloride from railcars involved in the wreck resulted in a tower of smoke erupting above the small town, causing contamination in the soil and water that took more than a year to clean up.
Credit: AP
Credit: AP
Norfolk Southern faced withering criticism of the wreck and its aftermath from local, state and federal officials, as well as from members of Congress. The disaster also cost the railroad billions of dollars, prompted litigation that has continued into this year and forced the company to invest heavily in improving its safety.
That catastrophe then led to a takeover bid that rocked Norfolk Southern’s corporate headquarters.
About a year after the East Palestine derailment, an activist investor group based in Ohio went public with a campaign to replace the railroad’s management.
Ancora Holdings Group sought to replace Norfolk Southern CEO Alan Shaw and the company’s chief operating officer, while also launching a bid to replace a majority of the railroad’s board members with its own picks.
The company’s executive team perched within the Midtown tower was facing a direct attack on its leadership and strategy. The company replaced the chief operating officer, pledging to bring “transformation.” But that was an incremental move in the broader upheaval to come.
The months-long campaign gained Ancora three seats on the Norfolk Southern board — not enough to gain majority control but sufficient to wage a new campaign.
“We intend to keep fighting,” Ancora executive Jim Chadwick pledged to Norfolk Southern shareholders in May 2024.
And four months later, another major upheaval at Norfolk Southern emerged.
Norfolk Southern’s board announced it was investigating potential misconduct by Shaw. A few days later, Shaw was terminated after an investigation found he had a consensual relationship with the company’s chief legal officer, who was also terminated.
Credit: Miguel Martinez
Credit: Miguel Martinez
The railroad’s chief financial officer, Mark George, stepped into the CEO role. In that time, George has worked feverishly to continue improvements to Norfolk Southern’s safety culture and operations.
In February 2025, two new directors were nominated to the board — including one well known in Atlanta: Richard Anderson, former CEO of Atlanta-based Delta Air Lines who orchestrated the Delta-Northwest merger.
By June, Anderson was named board chair, and his merger experience would quickly prove valuable.
Just over a month later, Norfolk Southern and Union Pacific announced a deal for the Atlanta-based railroad to be acquired by its larger Nebraska-based competitor.
Norfolk Southern and Union Pacific plan to file their application with the federal Surface Transportation Board, a five-member panel in charge of the economic regulation of freight rail, within six months for a 16-month review process.
If the merger is finalized, industry analysts say others become more likely.
The deal “promises to reshape the freight rail landscape,” said the International Association of Machinists union rail division, which represents clerical workers at the two railroads.
The union also said the deal should face scrutiny of the impact on the rail industry and “communities where these railroads operate.”
Editor’s note: This article has been updated to clarify that a grant from Invest Atlanta to recruit Norfolk Southern’s headquarters was withdrawn amid negotiations.
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