-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TYNKulU9cG1zvj4gZYYfnPtUEwSiNCJkdejvN8+PiN7yg2ncZB5qa81GsiLvlQ0r VM/Mv8dxrPXGQKKL91QOAw== 0001299933-06-003597.txt : 20060518 0001299933-06-003597.hdr.sgml : 20060518 20060518161558 ACCESSION NUMBER: 0001299933-06-003597 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060512 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060518 DATE AS OF CHANGE: 20060518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KANSAS CITY SOUTHERN CENTRAL INDEX KEY: 0000054480 STANDARD INDUSTRIAL CLASSIFICATION: RAILROADS, LINE-HAUL OPERATING [4011] IRS NUMBER: 440663509 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04717 FILM NUMBER: 06852321 BUSINESS ADDRESS: STREET 1: 427 W 12TH STREET CITY: KANSAS CITY STATE: MO ZIP: 64105 BUSINESS PHONE: 8169831303 MAIL ADDRESS: STREET 1: PO BOX 219335 CITY: KANSAS CITY STATE: MO ZIP: 64121 FORMER COMPANY: FORMER CONFORMED NAME: KANSAS CITY SOUTHERN INDUSTRIES INC DATE OF NAME CHANGE: 19920703 8-K 1 htm_12608.htm LIVE FILING Kansas City Southern (Form: 8-K)  

 


UNITED STATES
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):   May 12, 2006

Kansas City Southern
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-4717 44-0663509
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
427 West 12th Street, Kansas City, Missouri   64105
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   816-983-1303

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 1.02 Termination of a Material Definitive Agreement.

On May 12, 2006, Kansas City Southern ("KCS" or the "Company") announced the departure of Ronald G. Russ as its Executive Vice President and Chief Financial Officer. The departure of Mr. Russ terminated his employment agreement with the Company, which was previously effective as of June 1, 2002.

Also on May 12, 2006, the Company announced the departure of James S. Brook as its Vice President and Comptroller. The departure of Mr. Brook terminated his employment agreement with the Company, which was previously effective February 2, 2005.





Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On May 12, 2006, the Company announced the departure of Ronald G. Russ as its Executive Vice President and Chief Financial Officer and the departure of James S. Brook as the Vice President and Comptroller of the Company.

The Company also announced the appointment of Patrick J. Ottensmeyer, age 49, as Executive Vice President and Chief Financial Officer effective May 15, 2006. Mr. Ottensmeyer will serve in such capacity at the pleasure of the Board of Directors of the Company. For further information, see the press release dated May 12, 2006 attached hereto as Exhibit 99.1.

Mr. Ottensmeyer brings over 25 years of financial experience to the Company. From 2001 until joining the Company, Mr. Ottensmeyer served as Chief Financial Officer of Intranasal Therapeutics, Inc., a late-stage specialty pharmaceutical and drug delivery company specializing in the development of prescription drugs for nasal delivery. Prior to that, Mr. Ottensmeyer served as Corporate Vice President Finance and Treasurer o f Dade-Behring Holdings, Inc. from 2000 to 2001 and as Vice President Finance and Treasurer of BNSF Railway from 1993 to 1999. None of Mr. Ottensmeyer's previous employers is a parent, subsidiary or affiliate of the Company.

The Company confirms, as required under regulations under the Securities Exchange Act of 1934, the following:

a.) There is no family relationship between Mr. Ottensmeyer and any director or executive officer of the Company.

b.) There was no arrangement or understanding between Mr. Ottensmeyer and any other person pursuant to which he was appointed as Executive Vice President and Chief Financial Officer of the Company.

c.) There are no transactions between Mr. Ottensmeyer and the Company that would require disclosure under Item 404(a) of Regulation S-K.

On May 12, 2006, the Company also announced the promotion of Susan B. Wollenberg, age 42, to Vice President Financial Planning and Administration. In this capacity, Ms. Wollenberg will act as the Compan y's interim principal accounting officer. Ms. Wollenberg will serve in such capacity at the pleasure of the Board of Directors.

Ms. Wollenberg joined KCS in April 2006 as Assistant Vice President Planning and Analysis. Ms. Wollenberg has ten years experience with GE Capital Services where she held various financial roles, including manager strategic investments and second vice president. Ms. Wollenberg served as Executive Vice President and Chief Financial Officer of Benfield Blanch Holdings (formerly known as EW Blanch Holdings, Inc.), a global reinsurance and service intermediary, from January 2000 through August 2001. Ms. Wollenberg worked as an independent reinsurance consultant from August 2001 until November 2002. From November 2002 until joining the Company, Ms. Wollenberg served as Director of Finance and Operations for Six Sigma Ranch LLC, a financial services provider involved in reinsurance and vineyard development. None of Ms. Wollenberg's previous employers is a parent, subsidiary o r affiliate of the Company.

The Company confirms, as required under regulations under the Securities Exchange Act of 1934, the following:

a.) There is no family relationship between Ms. Wollenberg and any director or executive officer of the Company.

b.) There was no arrangement or understanding between Ms. Wollenberg and any other person pursuant to which she was appointed as Vice President Financial Planning and Administration of the Company.

c.) There are no transactions between Ms. Wollenberg and the Company that would require disclosure under Item 404(a) of Regulation S-K.





Item 8.01 Other Events.

On May 12, 2006, KCS announced the appointment of Julio Quintero as Controller for its subsidiary, Kansas City Southern de Mexico, S.A. de C.V. ("KCSM"). Mr. Quintero joins KCSM from Wyeth Pharmaceuticals, where he served as controller for Mexico and Central America with responsibilities for cost accounting, treasury and Sarbanes-Oxley compliance. KCS also announced the promotion of T. Nicholas Nocita from General Director Financial Compliance to Assistant Vice President International Internal Audit. Mr. Nocita joined the Company in 1998. Prior to joining the Company, Mr. Nocita spent nine years as a certified public accountant for an accounting firm in Kansas City, Missouri.





Item 9.01 Financial Statements and Exhibits.

(d)

99.1 Press Release dated May 12, 2006, issued by KCS entitled "KCS Names Finance Department Leadership."






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Kansas City Southern
          
May 18, 2006   By:   /s/ Susan B. Wollenberg
       
        Name: Susan B. Wollenberg
        Title: Vice President Financial Planning and Administration (Interim Principal Accounting Officer)


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated May 12, 2006, issued by KCS entitled "KCS Names Finance Department Leadership."
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Contact: C. Doniele Kane, 816-983-1372, doniele.c.kane@kcsr.com

KCS Names New Finance Department Leadership

Kansas City, Mo., May 12, 2006 – Kansas City Southern (KCS) (NYSE: KSU) today announced the appointment of two new officers and the promotion of two officers.

Patrick J. Ottensmeyer has been named executive vice president and chief financial officer. Mr. Ottensmeyer brings over 25 years of financial experience to KCS. Most recently, he served as chief financial officer of Intranasal Therapeutics, Inc. He has also served as vice president finance and treasurer for BNSF Railway and senior vice president for Bank of America. He holds a bachelor of science in finance from Indiana University and is an executive in residence on the finance advisory board at DePaul University. Mr. Ottensmeyer will lead KCS’ international finance department.

“Pat understands the rail industry and brings a broad set of financial and leadership skills to our company,” said KCS chairman, president and chief executive officer Michael R. Haverty. “We look forward to his contributions as we continue to drive costs out of our newly integrated rail network.”

Susan B. Wollenberg has been promoted to vice president financial planning and administration. Ms. Wollenberg joined KCS in early April 2006 and will serve as interim chief accounting officer. She is a former chief financial officer for E.W. Blanch Holdings, Inc. and has ten years experience with GE Capital Services, where she held various financial roles, including manager strategic investments and second vice president. She is a certified public accountant and holds a bachelor of science in business from the University of Kansas. She is a member of the American Institute of Certified Public Accountants and Financial Executives International. She also serves on the board of directors of Windhaven Insurance Company.

Julio Quintero has been named controller for Kansas City Southern de Mexico (KCSM) and will be based in Monterrey, N.L. While leading the accounting department in Monterrey, he will spend his first six months with the holding company in Kansas City to ensure standardized accounting procedures in both countries. Mr. Quintero joins KCSM from Wyeth Pharmaceuticals, where he served as controller for Mexico and Central America with responsibilities for cost accounting, treasury and Sarbanes Oxley compliance. He has also served as controller for Baxter International and treasurer for Daimler-Chrysler in Mexico City. Mr. Quintero holds a bachelor’s degree in accounting from Instituto Politecnico Nacional and has completed a diploma course in finance from Instituto Tecnologico y de Estudios Superiores de Monterrey.

- more -

T. Nicholas Nocita has been promoted from general director financial compliance to assistant vice president international internal audit and financial compliance and retains responsibility for Sarbanes Oxley compliance in both the U.S and Mexico. Mr. Nocita joined the company in 1998. Prior to joining KCS, he spent nine years as a certified public accountant in Kansas City. He holds a bachelor of science in business administration accounting from the University of Kansas.

KCS thanks former executive vice president and chief financial officer Ronald G. Russ and former vice president and comptroller James S. Brook for their service to the company.

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 KCSM, 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., Canada and Mexico.

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