Exhibit 99.2
NOTICE OF GUARANTEED DELIVERY
for
Tender of All Outstanding
9 1/2% Senior Notes due 2008
in exchange for
New 9 1/2% Senior Notes due 2008
of
THE KANSAS CITY SOUTHERN RAILWAY COMPANY
Registered holders of outstanding 9 1/2% Senior Notes due 2008 (the
"Outstanding Notes") who wish to tender their Outstanding Notes in exchange
for a like principal amount of new 9 1/2% Senior Notes due 2008 (the "Exchange
Notes") and whose Outstanding Notes are not immediately available or who
cannot deliver their Outstanding Notes and Letter of Transmittal (and any
other documents required by the Letter of Transmittal) to The Bank of New York
(the "Exchange Agent") prior to the Expiration Date (as defined below), may
use this Notice of Guaranteed Delivery or one substantially equivalent hereto.
This Notice of Guaranteed Delivery may be delivered by hand or sent by
facsimile transmission (receipt confirmed by telephone and an original
delivered by guaranteed overnight courier) or mail to the Exchange Agent. See
"The Exchange Offer--Procedures for Tendering" in the Prospectus dated
, 2001 of The Kansas City Southern Railway Company (the
"Prospectus").
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK
CITY TIME, ON , 2001, UNLESS EXTENDED (SUCH TIME AND
DATE, AS THE SAME MAY BE EXTENDED, THE "EXPIRATION DATE").
The Exchange Agent for the Exchange Offer is:
The Bank of New York
For Overnight Delivery, Delivery by Hand or Delivery by Registered or
Certified Mail:
The Bank of New York
101 Barclay Street, Reorg 7 East
New York, New York 10286
Attention:
By Facsimile Transmission
(For eligible institutions only):
(212) 815-
Confirm facsimile by telephone only:
(212) 815-
DELIVERY OF THIS LETTER OF TRANSMITTAL TO AN ADDRESS OTHER THAN AS SET FORTH
ABOVE, OR TRANSMISSION VIA FACSIMILE TO A NUMBER OTHER THAN AS SET FORTH
ABOVE, WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an eligible institution (as defined in the Prospectus), such
signature guarantee must appear in the applicable space provided on the Letter
of Transmittal for Guarantee of Signatures.
Ladies and Gentlemen:
The undersigned hereby tenders for exchange to the Company, upon the terms
and subject to the conditions set forth in the Prospectus and the Letter of
Transmittal, receipt of which is hereby acknowledged, the principal amount of
Outstanding Notes set forth below pursuant to the guaranteed delivery
procedures set forth in the Prospectus under the caption "The Exchange Offer--
Guaranteed Delivery Procedures."
The undersigned understands and acknowledges that the Exchange Offer will
expire at 5:00 p.m., New York City time, on , 2001,
unless extended by the Issuers. The term "Expiration Date" shall mean 5:00
p.m., New York City time, on , 2001, unless the Exchange Offer is
extended as provided in the Prospectus, in which case the term "Expiration
Date" shall mean the latest date and time to which the Exchange Offer is
extended.
All authority conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall survive the death, incapacity or dissolution of the
undersigned, and every obligation of the undersigned under this Notice of
Guaranteed Delivery shall be binding upon the undersigned's heirs, personal
representatives, successors and assigns.
Signature
_______________________________________ Date: ____________________________
_______________________________________ Date: ____________________________
(Signature(s) of holder(s) or
Authorized Signatory)
Area Code and Telephone Number: _______________________________________________
Name(s): ______________________________________________________________________
_______________________________________________________________________
(Please Print)
Capacity (full title), if signing in a fiduciary or representative capacity:
_______________________________________________________________________________
Address: ______________________________________________________________________
_______________________________________________________________________________
_______________________________________________________________________________
Taxpayer Identification or Social Security No.: _______________________________
Principal Amount of Outstanding Notes Tendered (must be in integral multiples
of $1,000):
_______________________________________________________________________________
Certificate Number(s) of Outstanding Notes (if available): ____________________
Aggregate Principal Amount Represented by Certificate(s): _____________________
If Outstanding Notes will be tendered by book-entry transfer, provide the
following information:
DTC Account Number: ___________________________________________________________
Transaction Number: ___________________________________________________________
GUARANTEE OF DELIVERY
(Not to be used for Signature Guarantee)
The undersigned, a member of a recognized signature guarantee medallion
program within the meaning of Rule 17Ad-15 under the Securities Exchange Act
of 1934, as amended, hereby guarantees to deliver to the Exchange Agent at one
of its addresses set forth above, the certificates representing the
Outstanding Notes (or a confirmation of book-entry transfer of such
Outstanding Notes into the Exchange Agent's account at the book-entry transfer
facility), together with a properly completed and duly executed Letter of
Transmittal (or facsimile thereof), with any required signature guarantees,
and any other documents required by the Letter of Transmittal within three New
York Stock Exchange trading days after the Expiration Date (as defined in the
Letter of Transmittal).
Name of Firm: ____________________________ ___________________________________
(Authorized Signature)
Address: _________________________________ Title: ____________________________
__________________________________________ Name: _____________________________
(Zip Code) (Please type or print)
Area Code and Telephone No.: _____________ Date: _____________________________
Note: Do not send Outstanding Notes with this Notice of Guaranteed Delivery.
Outstanding Notes should be sent with your Letter of Transmittal.