SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
AUGUST 29, 2003
KANSAS CITY SOUTHERN
(Exact name of company as specified in its charter)
DELAWARE 1-4717 44-0663509
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(State or other jurisdiction (Commission file number) (IRS Employer
of incorporation) Identification Number)
427 WEST 12TH STREET, KANSAS CITY, MISSOURI 64105
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(Address of principal executive offices) (Zip Code)
COMPANY'S TELEPHONE NUMBER, INCLUDING AREA CODE:
(816) 983 - 1303
NOT APPLICABLE
(Former name or former address if changed since last report)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NO. DOCUMENT
(99) Additional Exhibits
99.1 Press Release issued by Kansas City
Southern dated August 29, 2003
entitled, "Kansas City Southern
Reviews Mexrail Repurchase Notice"
is attached hereto as Exhibit 99.1
ITEM 9. REGULATION FD DISCLOSURE
Kansas City Southern ("KCS" or "Company") is furnishing under Item 9 of this
Current Report on Form 8-K the information included as Exhibit 99.1 to this
report. Exhibit 99.1 is the KCS news release, dated August 29, 2003,
acknowledging receipt of a letter from Jose Serrano Segovia, Chairman of Grupo
TMM, S.A. ("TMM") and of TFM, S.A. de C.V. ("TFM"), the joint-venture subsidiary
between KCS and TMM, of a demand for TFM to repurchase KCS shares of Mexrail,
Inc. ("Mexrail") sold to KCS in May 2003. KCS is reviewing the notice and will
respond appropriately within the time frame provided by the agreement under
which the repurchase option was granted. KCS will respond to the notice within
the required time frame, but this does not change KCS' position that it has a
valid agreement in place to acquire TFM. KCS also acknowledges receipt from
TMM of a notice to terminate a joint-venture agreement between the parties
entered into in 1995. See the Press Release attached as Exhibit 99.1 for further
information.
The information included in this Current Report on Form 8-K, including Exhibit
99.1, is furnished pursuant to Item 9 and shall not be deemed to be "filed" for
the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities of that Section.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this Report to be signed on its behalf by the undersigned
hereunto duly authorized.
Kansas City Southern
Date: August 29, 2003 By: /S/ RONALD G. RUSS
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Ronald G. Russ
Executive Vice President and Chief Financial Officer
EXHIBIT 99.1
KANSAS CITY SOUTHERN PRESS RELEASE
Cathedral Square - 427 West 12th Street - P.O. Box 219335
Kansas City, Missouri 64121-9335 NYSE SYMBOL: KSU
DATE: AUGUST 29, 2003
MEDIA CONTACTS:
Mexico Gabriel Guerra Phone: 011-5255-5273-5359
gguerra@gcya.net
U.S. Warren K. Erdman Phone: 816/983-1454
warren.k.erdman@kcsr.com
INVESTORS CONTACT:
William H. Galligan Phone: 816/983-1551
william.h.galligan@kcsr.com
KANSAS CITY SOUTHERN REVIEWS MEXRAIL REPURCHASE NOTICE
Kansas City Southern (KCS) (NYSE:KSU) today acknowledged receipt of a
letter from Jose Serrano Segovia, Chairman of Grupo TMM, S.A. (TMM) and of
TFM, S.A. de C.V. (TFM), the joint-venture subsidiary between KCS and TMM,
of a demand for TFM to repurchase from KCS shares of Mexrail, Inc.
(Mexrail) sold to KCS in May 2003. KCS is reviewing the notice and will
respond appropriately within the time frame provided by the agreement under
which the repurchase option was granted.
"We have received the notice and our legal team is reviewing it," said
Warren Erdman, KCS Vice President - Corporate Affairs. "Kansas City
Southern is a company that honors its contractual obligations. We will
respond to this notice within the required time frame, but this does not
change our position that we have a valid agreement in place to acquire TFM.
As previously announced, we plan to assert our legal rights to enforce that
agreement."
As part of the transactions agreed to by both KCS and TMM and publicly
announced by both parties on April 21, 2003, TFM sold to KCS Mexrail shares
representing an aggregate 51 percent ownership of Mexrail for $32,680,000
(U.S.) in May 2003. Mexrail, Inc. wholly owns the Texas-Mexican Railway,
Inc. (Tex-Mex). These shares were placed in trust pending regulatory
approval in the United States of KCS' common control of Tex-Mex by the
Surface Transportation Board. Repurchase of Mexrail, Inc. by TFM would
return 100 percent ownership of Mexrail to KCS' joint-venture subsidiary,
TFM. If it occurs, the repurchase would be at the price KCS paid TFM in
May.
KCS also acknowledges receipt from TMM of a notice to terminate a
joint-venture agreement between the parties entered into in 1995. "We have
had problems in the past with TMM's compliance with this agreement. We will
deal with these issues at the appropriate time as part of our effort to
compel TMM to honor its contractual obligations," stated Mr. Erdman.