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Press release from Business Wire

KCS Announces Receipt of Requisite Consents for Consent Solicitation for Its 7 5/8% Senior Notes Due 2013 and Results to Date of Tender Offer for 12 1/2% Senior Notes Due 2016

Wednesday, November 17, 2010

KCS Announces Receipt of Requisite Consents for Consent Solicitation for Its 7 5/8% Senior Notes Due 2013 and Results to Date of Tender Offer for 12 1/2% Senior Notes Due 201608:30 EST Wednesday, November 17, 2010 KANSAS CITY, Mo. (Business Wire) -- Kansas City Southern (KCS) (NYSE:KSU) announced today that its wholly owned subsidiary, Kansas City Southern de Mexico, S.A. de C.V., a Mexican corporation (the “Company”), has received, pursuant to its previously announced cash tender offer (the “7 5/8% Tender Offer”) and consent solicitation (the “Consent Solicitation” and, together with the 7 5/8% Tender Offer, the “7 5/8% Offer”) with respect to its 7 5/8% Senior Notes due 2013 (the “7 5/8% Notes”), the requisite consents to adopt proposed amendments to the indenture governing the 7 5/8% Notes. The Company announced that consents had been delivered with respect to $138,855,000 principal amount of the 7 5/8% Notes, which 7 5/8% Notes had been validly tendered (and not validly withdrawn) as of 5:00 p.m., New York City time, on November 16, 2010 (the “Consent Deadline”). In conjunction with receiving the requisite consents, a supplemental indenture to effect the proposed amendments described in the Offer to Purchase and Related Solicitation of Consents Statement dated November 2, 2010 (the “7 5/8% Offer to Purchase”) has been executed. A holder's right to validly withdraw tendered 7 5/8% Notes and validly revoke delivered consents expired on the Consent Deadline. As previously announced, the 7 5/8% Tender Offer will expire at 12:00 midnight, New York City time, on December 1, 2010, unless extended or earlier terminated (the “Expiration Time”). Holders who validly tendered and did not validly withdraw their 7 5/8% Notes prior to the Consent Deadline will be entitled to receive $1,040.63, payable in cash, for each $1,000.00 principal amount of 7 5/8% Notes, which amount includes a consent payment of $30.00 per $1,000 principal amount of 7 5/8% Notes. Holders who validly tender their 7 5/8% Notes after the Consent Deadline but prior to the Expiration Time will be entitled to receive $1,010.63, payable in cash, for each $1,000 principal amount of 7 5/8%Notes. KCS also announced today the expiration of the early tender deadline of the previously announced cash tender offer for its outstanding 12 1/2% Senior Notes due 2016 (the “12 1/2% Notes” and, together with 7 5/8% Notes the “Notes” ) of the Company (the “12 1/2% Offer” and, together with the 7 5/8% Offer, the “Offers”). The 12 1/2% Offer's early tender deadline expired at 5:00 p.m., New York City time, on November 16, 2010 (the “Early Tender Deadline”). As of the Early Tender Deadline approximately $31,594,000 aggregate principal amount of outstanding 12 1/2% Notes had been validly tendered. As previously announced, holders who validly tendered their 12 1/2% Notes prior to the Early Tender Deadline will be entitled to receive $1,240.00, payable in cash, for each $1,000.00 principal amount of 12 1/2% Notes, which amount includes an early tender premium of $30.00 per $1,000 principal amount of 12 1/2% Notes. Holders who validly tender their 12 1/2% Notes after that time but prior to the Expiration Time will be entitled to receive $1,210.00, payable in cash, for each $1,000.00 principal amount of 12 1/2% Notes. Subject to the terms and conditions set forth in the 7 5/8% Offer to Purchase and the Offer to Purchase dated November 2, 2010 relating to the 12 ½% Offer (the “12 ½% Offer to Purchase”), Holders who validly tender Notes will also receive accrued and unpaid interest to, but not including, the applicable settlement date. The settlement date is expected to occur upon satisfaction or waiver by the Company of the conditions to the Offers, which is expected to be on or about (1) November 22, 2010 for Notes validly tendered and not withdrawn prior to the Consent Deadline or validly tendered prior to the Early Tender Deadline and (2) December 2, 2010 for Notes tendered after the Consent Deadline or the Early Tender Deadline as applicable but prior to the Expiration Time, in each case assuming the Notes are accepted for purchase. The complete terms and conditions of the 7 5/8% Offer are described in the 7 5/8% Offer to Purchase and the terms and conditions of the 12 1/2% Offer to Purchase, copies of which may be obtained from D.F. King & Co., Inc., the information agent for the tender offer and consent solicitation, toll-free at (800) 859-8509 or collect at (212) 269-5550. The Company has engaged BofA Merrill Lynch to act as the dealer manager for the Offers. Questions regarding the Offers may be directed to BofA Merrill Lynch toll-free at (888) 292-0070 or collect at (980) 388-9217 (attention: Debt Advisory Services). 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 news release contains forward-looking statements that are not based upon historical information. Readers can identify these forward-looking statements by the use of such verbs as “expects,” “anticipates,” “believes” or similar verbs or conjugations of such verbs. Such forward-looking statements are based upon information currently available to management and management's perception thereof as of the date of this news release. However, such statements are dependent on and, therefore, can be influenced by, a number of external variables over which management has little or no control, including: domestic and international economic conditions; interest rates; the business environment in industries that produce and consume rail freight; competition and consolidation within the transportation industry; fluctuation in prices or availability of key materials, in particular diesel fuel; labor difficulties, including strikes and work stoppages; credit risk of customers and counterparties and their failure to meet their financial obligation; the outcome of claims and litigation; legislative and regulatory developments; political and economic conditions in Mexico and the level of trade between the United States and Mexico; changes in securities and capital markets; disruptions to the Company's technology infrastructure, including its computer systems; natural events such as severe weather, hurricanes and floods; acts of terrorism or risk of terrorist activities; war or risk of war; and other factors affecting the operation of the business of KCS and KCSM. More detailed information about these factors may be found in filings by Kansas City Southern and Kansas City Southern de México, S.A. de C.V. with the Securities and Exchange Commission, including their most recent Annual Reports on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements are not, and should not be relied upon as, a guarantee of future performance or results, nor will they necessarily prove to be accurate indications of the times at or by which any such performance or results will be achieved. As a result, actual outcomes and results may differ materially from those expressed in forward-looking statements. KCS and KCSM are under no obligation to, and expressly disclaim any such obligation to, update or alter their forward-looking statements, whether as a result of new information, future events or otherwise. Kansas City SouthernBill Galligan, 816-983-1551bgalligan@kcsouthern.com