SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to ___________
Commission file number 1-4717
KANSAS CITY SOUTHERN INDUSTRIES, INC.
(Exact name of Company as specified in its charter)
Delaware 44-0663509
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
114 West 11th Street, Kansas City, Missouri 64105
(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code (816) 983-1303
Securities registered pursuant to Section 12 (b) of the Act:
Name of each exchange on
Title of each class which registered
Preferred Stock, Par Value $25 Per
Share, 4%, Noncumulative New York Stock Exchange
Common Stock, $.01 Per Share Par Value New York Stock Exchange
Securities registered pursuant to Section 12 (g) of the Act: None
Indicate by check mark whether the Company (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the Company
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES [X] NO [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Company's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [ ]
Company Stock. The Company's common stock is listed on the New York Stock
Exchange under the symbol "KSU". As of March 9, 1998, 108,828,011 shares of
common stock and 242,170 shares of voting Preferred stock were outstanding.
On such date, the aggregate market value of the voting common and Preferred
stock held by non-affiliates was $4,160,168,188 (amount computed based on
closing prices of Preferred and common stock on New York Stock Exchange).
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the following documents are incorporated herein by reference into
Part of the Form 10-K as indicated:
Part of Form 10-K into
Document which incorporated
Company's Definitive Proxy Statement for the 1998 Part III
Annual Meeting of Stockholders, which will be filed
no later than 120 days after December 31, 1997
General
In this first amendment to the Registrant's Form 10-K/A for the year ended
December 31, 1997, the Registrant is providing restated financial data
schedules for each of the years ended December 31, 1995, 1996 and 1997, as
well as the appropriate quarterly periods for the years ended December 31,
1996 and 1997, in accordance with Rule 601(c)(2)(iii) of Regulation S-K. The
Registrant is restating earnings per share to give effect to the new reporting
requirements imposed by Statement of Financial Accounting Standards No. 128
("SFAS 128"). SFAS 128 requires the computation of earnings per share under
two methods "basic" and "diluted" as more fully described in Management's
Discussion and Analysis of Financial Condition and Results of Operations to
the Registrant's Annual Report on Form 10-K for the year ended December 31,
1997. Only earnings per share amounts on the attached exhibit 27.1 have been
restated to reflect the requirements of SFAS 128. All other previously
reported amounts remain unchanged.
Part IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
All information provided under Part IV Item 14. Exhibits, Financial Statement
Schedules and Reports on Form 8-K, except for the information within this Form
10-K/A Amendment No. 1 as provided below, remains unchanged from the
Registrant's Form 10-K filed with the Securities and Exchange Commission on
March 17, 1998.
(a) List of Documents filed as part of this Report
(27) Financial Data Schedule
27.1 Restated Financial Data Schedules are attached to this Form 10-K/A
Amendment No. 1 as Exhibit 27.1
SIGNATURES
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 thereunto duly authorized and in the capacities indicated on June
24, 1998.
Kansas City Southern Industries, Inc.
/s/ Louis G. Van Horn
Louis G. Van Horn
Vice President & Comptroller
(Principal Accounting Officer)
<PAGE>
KANSAS CITY SOUTHERN INDUSTRIES, INC.
1997 FORM 10-K/A AMENDMENT NO. 1 ANNUAL REPORT
INDEX TO EXHIBITS
Exhibit
No. Document
27.1 Restated Financial Data Schedules
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE, SUBMITTED AS EXHIBIT 27.1 TO FORM 10-K/A AMENDMENT
NO. 1, CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED
BALANCE SHEET AND STATEMENT OF OPERATIONS OF KANSAS CITY SOUTHERN INDUSTRIES,
INC., COMMISSION FILE NO. 1-4717, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<CASH> 31,800,000
<SECURITIES> 0
<RECEIVABLES> 140,200,000
<ALLOWANCES> 4,600,000
<INVENTORY> 39,800,000
<CURRENT-ASSETS> 281,200,000
<PP&E> 1,820,000,000
<DEPRECIATION> 538,100,000
<TOTAL-ASSETS> 2,039,600,000
<CURRENT-LIABILITIES> 320,400,000
<BONDS> 633,800,000
0
7,100,000
<COMMON> 400,000
<OTHER-SE> 687,700,000
<TOTAL-LIABILITY-AND-EQUITY> 2,039,600,000
<SALES> 0
<TOTAL-REVENUES> 775,200,000
<CGS> 0
<TOTAL-COSTS> 616,000,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1,800,000
<INTEREST-EXPENSE> 65,500,000
<INCOME-PRETAX> 440,100,000
<INCOME-TAX> 192,900,000
<INCOME-CONTINUING> 236,700,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 236,700,000
<EPS-PRIMARY> 1.86
<EPS-DILUTED> 1.80
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE, SUBMITTED AS EXHIBIT 27.1 TO FORM 10-K/A AMENDMENT
NO. 1, CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED
BALANCE SHEET AND STATEMENT OF INCOME OF KANSAS CITY SOUTHERN INDUSTRIES, INC.,
COMMISSION FILE NUMBER 1-4717, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996 DEC-31-1996
<PERIOD-END> MAR-31-1996 JUN-30-1996 SEP-30-1996
<CASH> 9,800,000 10,700,000 22,500,000
<SECURITIES> 0 0 0
<RECEIVABLES> 144,600,000 137,500,000 135,800,000
<ALLOWANCES> 0 0 0
<INVENTORY> 37,700,000 38,800,000 35,900,000
<CURRENT-ASSETS> 243,200,000 282,000,000 297,900,000
<PP&E> 1,862,900,000 1,890,700,000 1,920,500,000
<DEPRECIATION> 553,700,000 570,700,000 581,200,000
<TOTAL-ASSETS> 2,026,800,000 2,095,400,000 2,196,600,000
<CURRENT-LIABILITIES> 238,700,000 238,900,000 245,300,000
<BONDS> 728,100,000 804,000,000 831,300,000
0 0 0
7,100,000 7,100,000 7,100,000
<COMMON> 400,000 400,000 400,000
<OTHER-SE> 675,200,000 655,600,000 701,600,000
<TOTAL-LIABILITY-AND-EQUITY> 2,026,800,000 2,095,400,000 2,196,600,000
<SALES> 0 0 0
<TOTAL-REVENUES> 201,300,000 408,200,000 626,400,000
<CGS> 0 0 0
<TOTAL-COSTS> 160,800,000 322,000,000 480,000,000
<OTHER-EXPENSES> 0 0 0
<LOSS-PROVISION> 0 0 0
<INTEREST-EXPENSE> 12,900,000 27,100,000 43,200,000
<INCOME-PRETAX> 35,400,000 77,400,000 180,400,000
<INCOME-TAX> 12,500,000 28,200,000 50,700,000
<INCOME-CONTINUING> 19,900,000 42,300,000 118,400,000
<DISCONTINUED> 0 0 0
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> 19,900,000 42,300,000 118,400,000
<EPS-PRIMARY> .17 .37 1.03
<EPS-DILUTED> .17 .35 1.02
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE, SUBMITTED AS EXHIBIT 27.1 TO FORM 10-K/A AMENDMENT
NO. 1, CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED
BALANCE SHEET AND STATEMENT OF INCOME OF KANSAS CITY SOUTHERN INDUSTRIES, INC.,
COMMISSION FILE NO. 1-4717, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 12-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996
<PERIOD-END> DEC-31-1996 DEC-31-1996
<CASH> 22,900,000 22,900,000
<SECURITIES> 0 0
<RECEIVABLES> 141,400,000 141,400,000
<ALLOWANCES> 3,300,000 3,300,000
<INVENTORY> 39,300,000 39,300,000
<CURRENT-ASSETS> 292,100,000 292,100,000
<PP&E> 1,710,600,000 1,710,600,000
<DEPRECIATION> 491,300,000 491,300,000
<TOTAL-ASSETS> 2,084,100,000 2,084,100,000
<CURRENT-LIABILITIES> 244,600,000 244,600,000
<BONDS> 637,500,000 637,500,000
0 0
7,100,000 7,100,000
<COMMON> 400,000 400,000
<OTHER-SE> 708,200,000 708,200,000
<TOTAL-LIABILITY-AND-EQUITY> 2,084,100,000 2,084,100,000
<SALES> 0 0
<TOTAL-REVENUES> 847,300,000 847,300,000
<CGS> 0 0
<TOTAL-COSTS> 643,400,000 643,400,000
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 1,400,000 1,400,000
<INTEREST-EXPENSE> 59,600,000 59,600,000
<INCOME-PRETAX> 237,300,000 237,300,000
<INCOME-TAX> 70,600,000 70,600,000
<INCOME-CONTINUING> 150,900,000 150,900,000
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 150,900,000 150,900,000
<EPS-PRIMARY> 1.33 1.33
<EPS-DILUTED> 1.31 1.31
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE, SUBMITTED AS EXHIBIT 27.1 TO FORM 10-K/A AMENDMENT
NO. 1, CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED
BALANCE SHEET AND STATEMENT OF INCOME OF KANSAS CITY SOUTHERN INDUSTRIES, INC.,
COMMISSION FILE NO. 1-4717, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
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<PERIOD-TYPE> 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1997 DEC-31-1997
<PERIOD-END> MAR-31-1997 JUN-30-1997 SEP-30-1997
<CASH> 11,100,000 18,100,000 43,400,000
<SECURITIES> 0 0 0
<RECEIVABLES> 149,700,000 163,000,000 173,700,000
<ALLOWANCES> 0 0 0
<INVENTORY> 38,800,000 39,900,000 36,900,000
<CURRENT-ASSETS> 256,700,000 287,900,000 343,600,000
<PP&E> 1,720,300,000 1,771,900,000 1,793,900,000
<DEPRECIATION> 500,600,000 509,800,000 524,600,000
<TOTAL-ASSETS> 2,332,200,000 2,446,900,000 2,530,900,000
<CURRENT-LIABILITIES> 240,600,000 268,700,000 377,000,000
<BONDS> 916,300,000 927,300,000 843,300,000
0 0 0
7,100,000 7,100,000 7,100,000
<COMMON> 400,000 400,000 1,100,000
<OTHER-SE> 691,000,000 737,700,000 792,400,000
<TOTAL-LIABILITY-AND-EQUITY> 2,332,200,000 2,446,900,000 2,530,900,000
<SALES> 0 0 0
<TOTAL-REVENUES> 228,100,000 490,400,000 764,000,000
<CGS> 0 0 0
<TOTAL-COSTS> 174,000,000 367,400,000 556,500,000
<OTHER-EXPENSES> 0 0 0
<LOSS-PROVISION> 0 0 0
<INTEREST-EXPENSE> 13,100,000 27,300,000 46,600,000
<INCOME-PRETAX> 54,200,000 116,600,000 190,500,000
<INCOME-TAX> 21,000,000 45,700,000 71,100,000
<INCOME-CONTINUING> 28,500,000 60,300,000 102,100,000
<DISCONTINUED> 0 0 0
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> 28,500,000 60,300,000 102,100,000
<EPS-PRIMARY> .26 .56 .95
<EPS-DILUTED> .26 .55 .92
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS RESTATED SCHEDULE, SUBMITTED AS EXHIBIT 27.1 TO FORM 10-K/A AMENDMENT
NO. 1, CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED
BALANCE SHEET AND STATEMENT OF OPERATIONS OF KANSAS CITY SOUTHERN INDUSTRIES,
INC., COMMISSION FILE NO. 1-4717, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 12-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1997
<PERIOD-END> DEC-31-1997 DEC-31-1997
<CASH> 33,500,000 33,500,000
<SECURITIES> 0 0
<RECEIVABLES> 177,000,000 177,000,000
<ALLOWANCES> 0 0
<INVENTORY> 38,400,000 38,400,000
<CURRENT-ASSETS> 373,100,000 373,100,000
<PP&E> 1,745,800,000 1,745,800,000
<DEPRECIATION> 518,600,000 518,600,000
<TOTAL-ASSETS> 2,434,200,000 2,434,200,000
<CURRENT-LIABILITIES> 437,500,000 437,500,000
<BONDS> 805,900,000 805,900,000
0 0
7,100,000 7,100,000
<COMMON> 1,100,000 1,100,000
<OTHER-SE> 690,100,000 690,100,000
<TOTAL-LIABILITY-AND-EQUITY> 2,434,200,000 2,434,200,000
<SALES> 0 0
<TOTAL-REVENUES> 1,058,300,000 1,058,300,000
<CGS> 0 0
<TOTAL-COSTS> 951,800,000 951,800,000
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 63,700,000 63,700,000
<INCOME-PRETAX> 79,200,000 79,200,000
<INCOME-TAX> 68,400,000 68,400,000
<INCOME-CONTINUING> (14,100,000) (14,100,000)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (14,100,000) (14,100,000)
<EPS-PRIMARY> (.13) (.13)
<EPS-DILUTED> (.13) (.13)
</TABLE>
