March 21 (Reuters) - Kansas City Southern (NYSE:KSU) KSU.N :
* PRESS RELEASE - CANADIAN PACIFIC AND KANSAS CITY SOUTHERN AGREE TO COMBINE TO CREATE THE FIRST U.S.-MEXICO-CANADA RAIL NETWORK
* STOCK AND CASH TRANSACTION REPRESENTING AN ENTERPRISE VALUE OF APPROXIMATELY $29 BILLION
* KANSAS CITY- CANADIAN PACIFIC TO ACQUIRE KCS IN A DEAL REPRESENTING AN ENTERPRISE VALUE OF ABOUT USD$29 BILLION, INCLUDES $3.8 BILLION OF KCS DEBT
* TRANSACTION, WHICH HAS UNANIMOUS SUPPORT OF BOTH BOARDS OF DIRECTORS, VALUES KCS AT $275 PER SHARE
* FOLLOWING CLOSING, SHAREHOLDERS OF KCS WILL RECEIVE 0.489 OF A CP SHARE, $90 IN CASH FOR EACH KCS COMMON SHARE HELD
* PREFERRED SHAREHOLDERS WILL RECEIVE $37.50 IN CASH FOR EACH KCS PREFERRED SHARE HELD
* KCS COMMON SHAREHOLDERS ARE EXPECTED TO OWN 25 PERCENT OF CP'S OUTSTANDING COMMON SHARES
* COMBINED COMPANY UNDER CP'S CONTROL IS EXPECTED TO CREATE ANNUALIZED SYNERGIES OF ABOUT $780 MILLION OVER 3 YEARS
* COMBINATION IS EXPECTED TO BE ACCRETIVE TO CP'S ADJUSTED DILUTED EPS IN FIRST FULL YEAR FOLLOWING ACQUISITION
* COMBINATION IS EXPECTED TO GENERATE DOUBLE-DIGIT ACCRETION UPON FULL REALIZATION OF SYNERGIES THEREAFTER
* TO FUND STOCK CONSIDERATION OF MERGER, CP WILL ISSUE 44.5 MILLION NEW SHARES
* CASH PORTION WILL BE FUNDED BY CP THROUGH A COMBINATION OF CASH-ON-HAND AND RAISING APPROXIMATELY $8.6 BILLION IN DEBT
* AS PART OF MERGER, CP WILL ASSUME APPROXIMATELY $3.8 BILLION OF KCS' OUTSTANDING DEBT
* FOLLOWING CLOSING INTO TRUST, CP EXPECTS THAT ITS OUTSTANDING DEBT WILL BE APPROXIMATELY $20.2 BILLION
* CREEL WILL SERVE AS CHIEF EXECUTIVE OFFICER OF COMBINED COMPANY
* COMBINED ENTITY WILL BE NAMED CANADIAN PACIFIC KANSAS CITY
* CALGARY WILL BE GLOBAL HEADQUARTERS OF CPKC, AND KANSAS CITY, MO. WILL BE DESIGNATED AS U.S. HEADQUARTERS
* FOUR KCS DIRECTORS WILL JOIN CP'S EXPANDED BOARD AT APPROPRIATE TIME