SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12 (G) OF THE
SECURITIES EXCHANGE ACT OF 1934
KANSAS CITY SOUTHERN INDUSTRIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 44-0663509
(State or Other Jurisdiction (IRS Employer
of Incorporation or Organization) Identification No.)
114 West 11th Street
Kansas City, Missouri 64105
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration statement file number to which this form
relates: 333-61006.
Securities to be registered pursuant to Section 12(b) of the Act:
Name of each exchange on
TITLE OF EACH CLASS TO BE SO REGISTERED WHICH EACH CLASS IS TO BE REGISTERED
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Corporate Units New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the Registrant's Corporate Units (the "Corporate Units")
to be registered hereunder is incorporated by reference to the description
included under the caption "Description of Stock Purchase Contracts and Stock
Purchase Units in the Registrant's Registration Statement on Form S-3
(Registration No. 333-61006) filed with the Securities and Exchange Commission
on May 16, 2001, as amended and declared effective on June 5, 2001 (as the same
may be amended from time to time, the "Registration Statement"), and to the
description included in the preliminary prospectus supplement for Mandatory
Convertible Units filed pursuant to Rule 424(b)(5) on June 7, 2001. For purposes
of such description, any further prospectus supplement relating to the
Registration Statement filed pursuant to Rule 424(b) under the Securities Act of
1933, as amended, which purports to describe the Corporate Units shall be deemed
to be incorporated herein by reference.
ITEM 2. EXHIBITS.
1. Form of Indenture for the senior notes to be issued as part of the
Corporate Units, filed as Exhibit 4.2 to the Registration Statement, is
incorporated herein by reference.
2. Form of Note, included as Exhibit A to Exhibit 4.2 to the Registration
Statement, is incorporated herein by reference.
3. Form of Purchase Contract Agreement between Kansas City Southern
Industries, Inc. ("KCSI") and the Purchase Contract Agent to be named
therein, filed as Exhibit 4.7 to KCSI's Current Report on Form 8-K filed
with the Securities and Exchange Commission on June 18, 2001, is
incorporated herein by reference.
4. Form of Corporate Unit Certificate, included as Exhibit A of the Form of
Purchase Contract Agreement, filed as Exhibit 4.7 to KCSI's Current Report
on Form 8-K filed with the Securities and Exchange Commission on June 18,
2001, is incorporated herein by reference.
5. Form of Pledge Agreement among KCSI, the Collateral Agent, and the Unit
Agent, each to be named therein, filed as Exhibit 4.10 to KCSI's Current
Report on Form 8-K filed with the Securities and Exchange Commission on
June 18, 2001, is incorporated herein by reference.
6. Form of Remarketing Agreement among KCSI, the Purchase Contract Agent and
the Remarketing Agent, each to be named therein, filed as Exhibit 4.11 to
KCSI's Current Report on Form 8-K filed with the Securities and Exchange
Commission on June 18, 2001, is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
KANSAS CITY SOUTHERN INDUSTRIES, INC.
Date: June 18, 2001 By: /S/ LOUIS G. VAN HORN
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Name: Louis G. Van Horn
Title: Vice President and Comptroller