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 6, 2004
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 5. OTHER EVENTS
On January 6, 2004, Kansas City Southern ("KCS" or "Company") announced that the
Delaware Court of Chancery has held Grupo TMM, S.A. ("TMM") in contempt in the
dispute between KCS and TMM over the Acquisition Agreement. See the Press
Release attached hereto as Exhibit 99.1 for further information.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NO. DOCUMENT
(99) Additional Exhibits
99.1 Press Release issued by Kansas City Southern
dated January 6, 2004 entitled, "Kansas City
Southern Issues Statement in Response to
Delaware Court Decision," is attached hereto as
Exhibit 99.1
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: January 9, 2004 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: JANUARY 6, 2004
CONTACT: William H. Galligan Phone: 816/983-1551
william.h.galligan@kcsr.com
KANSAS CITY SOUTHERN ISSUES STATEMENT IN RESPONSE TO DELAWARE COURT DECISION
Kansas City Southern (KCS) (NYSE:KSU) issued the following statement in response
to today's ruling by the Delaware Court of Chancery regarding a motion to
enforce injunction and hold Grupo TMM, S.A. (TMM) in contempt in the dispute
between KCS and TMM over the Acquisition Agreement:
"The Delaware Court of Chancery held TMM in contempt of court for taking action
inconsistent with its October 29, 2003 order that TMM abide by the terms and
conditions of the Acquisition Agreement pending arbitration of the parties'
dispute over the Agreement. The court held that by TMM causing its subsidiary
Grupo TFM (GTFM) to revoke powers of attorney requiring the signature of a KCS
representative for transactions in excess of $2.5 million and in granting new
powers of attorney to TMM directors, Jose Serrano and Mario Mohar to act on
behalf of the company, TMM violated provisions of the Acquisition Agreement. The
previous order of the court required TMM to cause GTFM to conduct its business
in accordance with past practices and not to directly or indirectly amend its
organizational documents. The court ordered TMM to take the actions necessary to
revoke the new powers of attorney, to re-enact the original powers of attorney,
and to pay KCS its costs and attorney fees for bringing this motion for
contempt. KCS believes the Delaware Court's decision is appropriate and upholds
KCS's belief that TMM cannot arbitrarily take actions without KCS's
concurrence."
KCS is a transportation holding company that has railroad investments in the
United States, Mexico and Panama. Its primary holding is The Kansas City
Southern Railway Company (KCSR). Headquartered in Kansas City, Missouri, KCSR
serves customers in the central and south central regions of the U.S. KCS' rail
holdings and investments are primary components of a NAFTA Railway system that
links the commercial and industrial centers of the United States, Canada and
Mexico.
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