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 27, 2003
KANSAS CITY SOUTHERN
(Exact name of company as specified in its charter)
DELAWARE 1-4717 44-0663509
---------------------------- --------------------- ----------------------
(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
27, 2003 entitled,
"Kansas City Southern
Receives Notice of
Mexican Foreign
Investment Commission
Decision on KCS
Control of TFM," 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 27, 2003, announcing
the Mexican Foreign Investment Commission's decision to defer KCS' application
to acquire control of Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V.
("GTFM") and, thus, Transportacion Ferroviaria Mexicana, S.A. de C.V. ("TFM"),
until after the dispute is resolved between KCS and Grupo TMM, S.A. ("TMM") over
whether the Acquisition Agreement remains in effect. 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 28, 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 27, 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 RECEIVES NOTICE OF
MEXICAN FOREIGN INVESTMENT COMMISSION DECISION ON KCS CONTROL OF TFM
Kansas City Southern (KCS) (NYSE:KSU) announced today that it received notice
from the Mexican Foreign Investment Commission (FIC) of the FIC's decision to
defer KCS' application to acquire control of Grupo TFM (GTFM) and, thus, TFM,
until after the dispute is resolved between KCS and Grupo TMM, S.A. (TMM) over
whether the Acquisition Agreement remains in effect.
Michael R. Haverty, Chairman, President, and Chief Executive Officer of KCS
commented, "We believe the FIC decision would allow the transaction to move
forward once the dispute between the parties is resolved. The FIC decision
reaffirms the Mexican government's commitment to the rule of law. We believe
that once the transaction is completed, NAFTA Rail should provide a major
boost to the Mexican railroad sector."
As previously announced, KCS believes the Acquisition Agreement between KCS
and TMM is still valid and effective, and that both parties are still bound by
that agreement. KCS is continuing its efforts to make NAFTA Rail a reality
and, in furtherance of that goal, KCS will deliver a notice of dispute to TMM
in accordance with the dispute resolution provisions of the Acquisition
Agreement. This written notice of dispute will initiate a 60-day negotiation
period between KCS and TMM. If the parties are unable to resolve the disputes
within that period of time, KCS intends to initiate a binding arbitration in
accordance with the terms of the Agreement. KCS is committed to pursuing good
faith negotiations with TMM to resolve the outstanding disputes between the
parties.
Vicente Corta, a partner at White & Case and legal advisor for KCS in Mexico,
added, "After consulting with U.S. counsel, we have concluded that the
contract between KCS and TMM to acquire the Grupo TFM shares remains valid. We
will pursue all legal means to protect KCS' rights under that contract. The
FIC decision leaves the door open for us to complete this transaction."
KCS believes that TMM's recent actions, first defaulting on its obligation to
its bondholders and other creditors, then trying to block its bondholders from
exercising their legal rights in Mexico, and now trying to disregard an
agreement negotiated in good faith over a 14-month period, has caused concern
among foreign lenders and investors in Mexico, both current and prospective.
In addition to the Acquisition Agreement, which remains valid through December
31, 2004, KCS has, under the GTFM bylaws, a right of first refusal regarding
the sale of TMM's interest in GTFM. As KCS has noted previously, it will
enforce its rights and will pursue all appropriate legal or administrative
actions against any person or entities involved in interfering with KCS and
its agreements with TMM.
KCS also reaffirms its commitment to continue working in good faith with the
appropriate Mexican authorities and other relevant parties to resolve all
outstanding issues. KCS remains committed to the creation of NAFTA Rail and is
convinced that NAFTA Rail will be a strong competitor in the rail sector by
providing a seamless, efficient and competitive rail service to shippers in
North America.
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