Kansas City Southern gets consents needed to amend six series of notes

By Angela McDaniels

Tacoma, Wash., Nov. 23 – Kansas City Southern had received tenders and consents from the holders of $2,006,600,000 principal amount, or 94.4%, of six series of notes issued by its subsidiaries as of 5 p.m. ET on Nov. 23, according to a company news release.

As previously reported, an exchange offer and a concurrent consent solicitation for the $2,125,000,000 of notes began on Nov. 9. The early deadline was 5 p.m. ET on Nov. 23, and the final deadline is 11:59 p.m. ET on Dec. 8.

As of the early deadline, holders had tendered

• $195 million, or 97.5%, of Kansas City Southern Railway Co.’s $200 million 3.85% notes due 2023;

• $420.2 million, or 93.4%, of Kansas City Southern Railway’s $450 million 4.3% senior notes due 2043;

• $474.7 million, or 95%, of Kansas City Southern Railway’s $500 million 4.95% notes due 2045;

• $244.8 million, or 97.9%, of Kansas City Southern de Mexico, SA de CV’s $250 million floating-rate notes due 2016;

• $237.6 million, or 86.4%, of Kansas City Southern de Mexico’s $275 million 2.35% notes due 2020; and

• $434.2 million, or 96.5%, of Kansas City Southern de Mexico’s $450 million 3% notes due 2023.

For each $1,000 principal amount of any series of notes, holders who tender will receive $1,000 principal amount of new notes issued by Kansas City Southern of the same tenor and coupon as the notes tendered. This total includes a $30.00 early participation premium for each note tendered by the early deadline.

The issuer is also offering a consent payment of $2.50 per $1,000 principal amount.

Enough consents were received to eliminate covenants in the indentures regarding liens, changes of control, additional guarantors, reports and consolidations, mergers and sales of assets and to eliminate all events of default other than those relating to the failure to pay principal and interest and the enforceability of the guarantees.

Supplemental indentures containing the changes have been executed, but the changes will not become operative until the company accepts the tendered notes for exchange.

Holders may not consent to the proposed amendments without tendering their notes for exchange and vice versa.

D.F. King & Co., Inc. (800 821-8784 or kcs@dfking.com) is the exchange agent and information agent for the offers, which began Nov. 9.

The freight transportation company is based in Kansas City, Mo.

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