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):
OCTOBER 24, 2002
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 (IRS Employer
of incorporation) number) Identification Number)
427 WEST 12TH 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)
ITEM 5. OTHER EVENTS
TMM AND KCS PROVIDE ADDITIONAL INFORMATION ABOUT FAVORABLE RULING ON TFM VAT
SUIT.
On October 11, 2002, Grupo TMM, S.A. ("Grupo TMM") and Kansas City Southern,
("KCS"), owners through Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V.
("Grupo TFM") of the controlling interest in TFM, S.A. de C.V. ("TFM"),
announced a favorable ruling on TFM's value added tax claim, which has been
pending in the Mexican Courts since 1997. On October 24, 2002, Grupo TMM and KCS
issued a press release providing additional information about the VAT suit
ruling. See the Press Release attached hereto as Exhibit 99.1 for further
details.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
EXHIBIT NO. DOCUMENT
(99) Additional Exhibits
99.1 Press Release issued by Kansas City
Southern and Grupo TMM dated October 24,
2002 entitled, "TMM and KCS Provide
Additional Infomation About Favorable
Ruling on TFM VAT Suit," 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: October 24, 2002 By: /S/ LOUIS G. VAN HORN
------------------------------------
Louis G. Van Horn
Vice President and Comptroller
(Principal Accounting Officer)
EXHIBIT 99.1
GRUPO TMM COMPANY CONTACT: AT DRESNER CORPORATE SERVICES:
Jacinto Marina, Chief Financial Officer Kristine Walczak (general
011-525-55-629-8790 investors, analysts and media)
jacinto.marina@tmm.com.mx 312-726-3600)
kwalczak@dresnerco.com
Brad Skinner, Senior Vice President
Investor Relations
011-525-55-629-8725
brad.skinner@tmm.com.mx
Luis Calvillo, Executive Vice President
And Media Relations
011-525-55-629-8758
luis.calvillo@tmm.com.mx
KCS COMPANY CONTACT:
William H. Galligan, Assistant Vice President
816-983-1551
william.h.galligan@kcsr.com
TMM AND KCS PROVIDE ADDITIONAL INFORMATION ABOUT FAVORABLE RULING ON TFM VAT
SUIT.
Mexico City, October 24, 2002 - On October 11, 2002, Grupo TMM, S.A.
("TMM") (NYSE: TMM) and Kansas City Southern ("KCS") (NYSE: KSU), owners through
Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V. of the controlling
interest in TFM, S.A. de C.V. ("TFM") announced a favorable ruling on TFM's
value added tax claim, which has been pending in the Mexican courts since 1997.
The claim arose out of the Mexican Treasury's delivery of a VAT credit
certificate to a Mexican governmental agency, rather than to TFM.
Since that announcement, TMM and KCS have received numerous questions
regarding the amount and timing of the expected recovery on that claim. By a
unanimous decision, a three-judge panel of the Court of the First Circuit
("Federal Court") found that the Fiscal Court's ruling had violated TFM's
constitutional rights. The Federal Court has remanded the case to the Fiscal
Court with specific instructions to vacate its prior decision and enter a new
decision consistent with the guidance provided by the Federal Court's ruling.
The Federal Court ruling requires the fiscal authorities to issue the VAT credit
certificate only in the name of the interested party and not in the name of any
third party, to issue the VAT credit certificate only in strict accordance with
the terms of the fiscal code, and to deliver the VAT credit certificate only to
the beneficiary and not to any third party. The new decision of the Fiscal Court
must be issued in accordance with the guidelines of the Federal Court. TMM and
KCS have been advised that the Federal Court's order is not subject to appeal by
the Mexican government. However, the Fiscal Court's new decision may be
challenged by either of the parties if such party believes that the new ruling
does not comply with the order of the Federal Court. In addition, a third party
who can establish that its rights have been adversely and improperly affected by
the new ruling may seek to bring a claim against TFM, but TFM believes that it
would prevail in any such action.
The face value of the VAT credit certificate at issue is approximately
$206 million, and the amount of any recovery will reflect that principal amount
adjusted for inflation and interest accruals from 1997. Based upon the language
of the Federal Court's order and the advice of legal counsel, TMM and KCS remain
optimistic about the ultimate outcome of this matter; however, the recovery,
including the timing and final amount thereof, must await the conclusion of the
legal process.
Included in this press release are certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Such forward-looking
statements are based on the beliefs of the Companies' managements as well as on
assumptions made. Actual results could differ materially from those included in
such forward-looking statements. Readers are cautioned that all forward-looking
statements involve risks and uncertainty. The following factors could cause
actual results to differ materially from such forward-looking statements:
global, US and Mexican economic and social conditions; the effect of the North
American Free Trade Agreement on the level of US-Mexico trade; the condition of
the world shipping market; the success of the Companies' investment in TFM, S.A.
de C.V. and other new businesses; risks. These risk factors and additional
information are included in Grupo TMM's and KCS' reports on file with the
Securities and Exchange Commission.