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):
January 10, 2000
KANSAS CITY SOUTHERN INDUSTRIES, INC.
(Exact name of company as specified in its charter)
DELAWARE 1-4717 44-0663509
(State or other jurisdiction (Commission file (IRS Employer
of incorporation) number) Identification Number)
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
Not Applicable
(Former name or former address if changed since last report)
<PAGE>
Item 5. Other Events
On January 10, 2000, Kansas City Southern Industries, Inc. ("KCSI" or "Company")
announced the consideration to be paid with respect to the cash tender offers
and consent solicitations for the Company's outstanding $400 million in notes
and debentures.
On January 13, 2000, KCSI announced the completion of its bank facilities, which
allowed the Company to accept and pay the consideration for validly tendered
notes and debentures pursuant to the Offers to Purchase and Consent Solicitation
Statement dated December 6, 1999. Approximately $398.4 million of the $400
million outstanding notes and debentures were tendered resulting in total
consideration paid of approximately $401.2 million.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Document
(99) Additional Exhibits
99.1 Press Release issued by Kansas City
Southern Industries, Inc. dated
January 10, 2000 entitled, "Kansas
City Southern Industries Sets
Purchase Price and Total Consideration
in Tender Offers and Consent
Solicitations", is attached hereto as
Exhibit 99.1
99.2 Press Release issued by Kansas City
Southern Industries, Inc. dated January
13, 2000 entitled, "Kansas City Southern
Industries, Inc. Announces Completion Of
Bond Tenders and Solicitations", is
attached hereto as Exhibit 99.2
<PAGE>
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 Industries, Inc.
Date: January 18, 2000 By: /s/ Louis G. Van Horn
-------------------------------------------
Louis G. Van Horn
Vice President and Comptroller
(Principal Accounting Officer)
<PAGE>
EXHIBIT 99.1
Contact: KCSI
Landon H. Rowland (816-983-1393) Kansas City Southern Industries, Inc.
Chairman, President and
Chief Executive Officer 114 West 11th Street
Kansas City, Missouri 64105
Joseph D. Monello (816-983-1213)
Vice President & Chief Financial Officer
NYSE Symbol: KSU
Release No. 2000-02: Date: January 10, 2000
NEWS RELEASE
KANSAS CITY SOUTHERN INDUSTRIES SETS PURCHASE PRICE AND TOTAL
CONSIDERATION IN TENDER OFFERS AND CONSENT SOLICITATIONS
Kansas City, Missouri
Kansas City Southern Industries, Inc. ("KCSI" or the "Company", NYSE: KSU), on
December 6, 1999, commenced offers to purchase and consent solicitations with
respect to any and all of its outstanding 7.875% Notes due July 1, 2002, its
6.625% Notes due March 1, 2005, its 8.8% Debentures due July 1, 2022, and its 7%
Debentures due December 15, 2025 (collectively, the "Debt Securities").
Approximately $398.4 million of the $400 million outstanding Debt Securities
have been tendered pursuant to such tender offers and consent solicitations. The
Company announced today the consideration to be paid for such Debt Securities
validly tendered. The tender offers and consent solicitations are subject to the
terms and conditions set forth in the Offer to Purchase and Consent Solicitation
Statement dated December 6, 1999, and will expire at 9:00 a.m., New York City
time, January 11, 2000 (the "Expiration Time").
The consideration for each $1,000 principal amount of applicable Debt Securities
properly tendered and accepted for payment is set forth in the table below. The
total consideration includes a consent payment of $25.00 per $1,000 principal
amount of Debt Securities for which a valid consent was received by 5:00 p.m.,
New York City time, on December 17, 1999. Holders tendering their Debt
Securities after the December 17, 1999 consent deadline, but prior to the
Expiration Time will receive the purchase price, as set forth in the table
below, but not the consent payment. Holders tendering the Debt Securities will
also receive accrued and unpaid interest up to, but not including, the
settlement date of January 11, 2000, as set forth in the table below. The
consideration to be paid in the tender offers and consent solicitations was
determined as of 12:00 noon, New York City time, on January 7, 2000, based on
the yield on the applicable United States Treasury security (the "Reference
Security"), plus the applicable fixed spread, as set forth in the table below.
<TABLE>
<CAPTION>
Tender Accrued &
Security Reference Fixed Offer Total Consent Purchase Unpaid
Description Security Spread Yield Consideration Payment Price Interest
----------- -------- ------ ----- ------------- ------- ----- --------
<S> <C> <C> <C> <C> <C> <C> <C>
($ amounts per $1,000 principal amount of Debt Securities)
7.875% Notes due 6.25% due 0.35% 6.717% $1,025.94 $25.00 $1,000.94 $2.19
7/1/02 6/30/02
6.625% Notes due 5.875% due 0.50% 6.951% $986.00 $25.00 $961.00 $23.92
3/1/05 11/15/04
8.8% Debentures due 6.25% due 0.50% 6.867% $1,077.42 $25.00 $1,052.42 $2.44
7/1/22 6/30/02
7% Debentures due 5.25% due 0.875% 7.544% $938.38 $25.00 $913.38 $5.06
12/15/25 2/15/29
</TABLE>
Merrill Lynch & Co. is the exclusive Dealer Manager for the tender offers and
the exclusive Solicitation Agent for the consent solicitations. Questions or
requests for assistance may be directed to Merrill Lynch (telephone:
888-654-8637). Requests for documentation may be directed to Beacon Hill
Partners, Inc., the Information Agent (telephone: 800-755-5001).
Kansas City Southern Industries, Inc. is a diversified holding company with
operations in the railroad transportation and financial services industries.
KCSI's wholly owned railroad transportation subsidiaries, Kansas City Southern
Railway and Gateway Western Railway, are held within Kansas City Southern Lines,
Inc. In addition, KCSI has an equity interest in Transportacion Ferroviaria
Mexicana, S.A. de C.V. and Mexrail, Inc. KCSI's financial services subsidiaries
and investments are held within Stilwell Financial, Inc., including primarily:
Janus Capital Corporation, Berger LLC, Nelson Money Managers plc and DST
Systems, Inc.
*******************************************
This news release includes statements concerning potential future events
involving the Company, which could materially differ from the events that
actually occur. The differences could be caused by a number of factors including
those factors identified in KCSI's December 31, 1998 Form 10-K and the Current
Report on Form 8-K/A dated June 3, 1997, each filed by the Company with the
Securities and Exchange Commission (Commission file no. 1-4717). The Company
will not update any forward-looking statements in this news release to reflect
future events or developments.
<PAGE>
EXHIBIT 99.2
Contact: KCSI
Landon H. Rowland (816) 983-1393 Kansas City Southern Industries, Inc.
Chairman, President and
Chief Executive Officer 114 West 11th Street
Kansas City, Missouri 64105
Joseph D. Monello (816) 983-1213
Vice President & Chief Financial Officer
NYSE Symbol: KSU
Release No. 2000-03: Date: January 13, 2000
NEWS RELEASE
KANSAS CITY SOUTHERN INDUSTRIES, INC.
ANNOUNCES COMPLETION OF BOND TENDERS AND SOLICITATIONS
Kansas City, Missouri
Kansas City Southern Industries, Inc. ("KCSI", NYSE: KSU) announced the
completion of its bank facilities on January 11, 2000 which allowed KCSI to
accept and pay the consideration for validly tendered notes and debentures
pursuant to the Offers to Purchase and Consent Solicitation Statement dated
December 6, 1999. Approximately $398.4 million of the $400 million outstanding
notes and debentures were repurchased.
The notes and debentures repurchased consisted of approximately 99% of
the 7.875% Notes due July 1, 2002; approximately 98% of the 6.625% Notes due
March 1, 2005; 100% of the 8.8% Debentures due July 1, 2022 and approximately
99% of the 7% Debentures due December 15, 2025.
****************************************************************
This news release includes statements concerning potential future events
involving the Company, which could materially differ from the events that
actually occur. The differences could be caused by a number of factors including
those factors identified in KCSI's December 31, 1998 Form 10-K and the Current
Report on Form 8-K/A dated June 3, 1997, each filed by the Company with the
Securities and Exchange Commission (Commission File No. 1-4717). The Company
will not update any forward-looking statements in this news release to reflect
future events of developments.
