UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 16, 2004
(December 10, 2004)
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DST SYSTEMS, INC.
(Exact Name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
1-14036 43-1581814
(Commission File Number) (IRS Employer Identification No.)
333 West 11th Street, Kansas City, Missouri 64105
(Address of principal executive offices) (Zip Code)
(816) 435-1000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report).
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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 (see General Instruction A.2.):
[ ] 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))
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ITEM 1.01 Entry into a Material Definitive Agreement
DST Systems, Inc. ("DST") has entered into the Second Amendment to Credit
Agreement, dated as of December 10, 2004 (the "Amendment"), to its credit
agreement dated as of November 24, 2003 (the "Credit Agreement"). The amendment
is among DST, West Side Investments, Inc., a wholly owned subsidiary of DST, the
lenders identified in the amendment and Bank of America, N.A. as Administrative
Agent, L/C Issuer and Swing Line Lender ("Administrative Agent"). A copy of the
amendment is filed as Exhibit 10.1 to this Form 8-K. No material relationship
exists between DST and any of such lenders or Administrative Agent.
The Amendment amends the Credit Agreement to: (i) exclude from certain
financial covenant calculations the disposition by DST of its shares of capital
stock of Equiserve, Inc. pursuant to the previously announced Stock Purchase
Agreement dated as of October 20, 2004; (ii) increase DST's ability to make
Restricted Payments (as defined in the Credit Agreement); (iii) modify the
measurement date with respect to Restricted Payments to make such date
consistent with other measurement dates in other financial covenants; and (iv)
in connection with the increase in allowable Restricted Payments under (ii)
above, modify the formula for calculating DST's minimum required Consolidated
Net Worth (as defined in the Credit Agreement) to decrease such requirement in
connection with shares of capital stock of DST repurchased by DST.
The above description of the Amendment is qualified in its entirety be
reference to the terms of the Amendment attached hereto as Exhibit 10.1.
ITEM 9.01 Financial Statements and Exhibits
(c). Exhibits.
Exhibit
Number Description
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10.1 Second Amendment to Credit Agreement, dated as of December 10,
2004
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 on this 16th day of December, 2004.
DST SYSTEMS, INC.
By: /s/ Randall D. Young
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Name: Randall D. Young
Title: Vice President and General Counsel