Kansas City Southern ("KCS”) (NYSE: KSU) announced today that its
wholly-owned subsidiary, Kansas City Southern de México, S.A. de C.V.
(the "Company”) has accepted for purchase tenders of $290 million
aggregate principal amount of its 9.375% Senior Notes due 2012 (CUSIP
Nos. 872402AK8) (ISIN Nos. US872402AK85) (the "2012 Notes”). The 2012
Notes accepted for purchase were tendered at or prior to 5:00 p.m. New
York City time, Thursday, January 21, 2010 (the "Early Tender Time”),
pursuant to the Company’s previously-announced tender offer for the 2012
Notes. The terms and conditions of the tender offer are set forth in the
Company’s Offer to Purchase dated as of January 7, 2010 (the "Offer to
Purchase”).
As previously announced in the press release on January 7, 2010, the
tender offer will expire at midnight, New York City time, on February 4,
2010, unless extended (the "Expiration Time”). Since the $290.0 million
tender cap set forth in the Offer to Purchase has been reached by the
Early Tender Time, the Company has elected to exercise its option to not
accept any additional tenders from holders of the 2012 Notes during the
period remaining until the Expiration Time, as described in the Offer to
Purchase. Approximately $423 million aggregate principal amount of 2012
Notes were validly tendered at or prior to the Early Tender Time. As set
forth in the Offer to Purchase, the Company will accept for purchase
only such portion of each holder's validly tendered 2012 Notes such that
the aggregate principal amount of 2012 Notes purchased in connection
with the tender offer does not exceed $290 million (68.591% proration
factor rounded down to the nearest thousand). Pursuant to the Offer to
Purchase, tendered 2012 Notes may not be withdrawn. All 2012 Notes
tendered but not accepted for purchase will be promptly returned to
tendering holders.
Holders whose 2012 Notes have been accepted for purchase pursuant to the
tender offer will be entitled to receive $1,041.25, payable in cash, for
each $1,000.00 principal amount of 2012 Notes accepted for purchase, as
well as accrued and unpaid interest to, but not including, the
settlement date. The Company plans to settle payment for the 2012 Notes
accepted for purchase on January 22, 2010.
The Company has engaged Banc of America Securities LLC as the Dealer
Manager for the tender offer. Persons with questions regarding the
tender offer should contact Banc of America Securities LLC Debt Advisory
Services at (888) 292-0070 (U.S. toll-free) or at (980) 388-9217.
Requests for copies of the Offer to Purchase and any other documents
should be directed to D.F. King & Co., Inc., the Information Agent for
the tender offer, at (800) 659-5550 (U.S. toll-free) or (212) 269-5550.
This press release is for informational purposes only and is not an
offer to purchase or a solicitation of an offer to purchase any of the
2012 Notes. The tender offer is being made solely pursuant to the terms
and conditions described in the Offer to Purchase.
Headquartered in Kansas City, MO., KCS is a transportation holding
company that has railroad investments in the U.S., Mexico and Panama.
Its primary U.S. holding is The Kansas City Southern Railway Company,
serving the central and south central U.S. Its international holdings
include Kansas City Southern de Mexico, S.A. de C.V., serving
northeastern and central Mexico and the port cities of Lázaro Cárdenas,
Tampico and Veracruz, and a 50 percent interest in Panama Canal Railway
Company, providing ocean-to-ocean freight and passenger service along
the Panama Canal. KCS' North American rail holdings and strategic
alliances are primary components of a NAFTA Railway system, linking the
commercial and industrial centers of the U.S., Mexico and Canada.
This press release may include statements concerning potential future
events involving KCS and its subsidiaries, 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 the ”Risk
Factors” and the ”Cautionary Information” sections of KCS’ Form 10-K for
the most recently ended fiscal year, filed by KCS with the Securities
and Exchange Commission (SEC) (Commission file no. 1-04717). KCS will
not update any forward-looking statements in this press release to
reflect future events or developments.