UNITED STATES
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):
December 5, 2005
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)
Registrant's telephone number, including area code:
(816) 983 - 1303
Not Applicable
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.
On December 5, 2005, Kansas City Southern ("KCS") announced that it has
commenced a public offering of $210 million of a new series of its cumulative
convertible perpetual preferred stock with a liquidation preference of $1,000
per share. KCS intends to use substantially all the net proceeds from the
offering to purchase 9 million shares of its common stock formerly owned by
Grupo TMM, S.A. ("Grupo TMM"), its largest shareholder, at a price per share
equal to the net proceeds per share (before expenses) that Grupo TMM receives
for 9 million shares of KCS' common stock offered concurrently by Grupo TMM. The
offering will be made under the KCS' existing shelf registration. See the Press
Release attached hereto as Exhibit 99.1 for further details.
Item 9.01 Financial Statements and Exhibits
(c) Exhibit 99.1 Press Release issued by Kansas City Southern dated December 5,
2005, entitled "Kansas City Southern Corporation Announces Offering of $210
Million of Cumulative Convertible Perpetual Preferred Stock" is attached hereto
as Exhibit 99.1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Kansas City Southern
December 5, 2005 By: /s/ Paul J. Weyandt
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Paul J. Weyandt
Senior Vice President- Finance & Treasurer