UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K/A
Pursuant to Section 13 OR 15 (d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 30, 2004
GATX Financial Corporation
| Delaware (State or other jurisdiction of incorporation) | 1-8319 (Commission File Number) | 94-1661392 (IRS Employer Identification No.) |
| 500 West Monroe Street Chicago, Illinois (Address of principal executive offices) | 60661-3676 (Zip Code) |
Registrant’s telephone number, including area code (312) 621-6200
Item 2. Acquisition or Disposition of Assets.
On June 30, 2004, GATX Financial Corporation (“GFC”) sold substantially all of the assets and related nonrecourse debt of its GATX Technology Services business (“Technology”) to CIT Group, Inc for estimated cash proceeds of $247.4 million pursuant to the terms and conditions of the Asset Purchase Agreement dated April 14, 2004. Technology, headquartered in Tampa, Florida, is a leading independent lessor of information technology equipment in North America. GFC first filed information regarding this transaction under Item 2 on Form 8-K on July 1, 2004. That Form 8-K is hereby amended to report the pro forma financial information required under Item 7.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
| (a) | Financial statements of businesses acquired | |||
| Not applicable. | ||||
| (b) | Pro Forma Financial Information | |||
| As required under Item 7 of Form 8-K, the pro forma financial information with respect to the sale of substantially all of the assets and related nonrecourse debt of Technology is filed with this Amended Form 8-K as Exhibit 99.1. | ||||
| (c) | Exhibits | |||
| 10.1 | Asset Purchase Agreement dated April 14, 2004 between GATX Technology Services Corporation, GATX Technology Finance Inc., GATX Financial Corporation, CIT Technologies Corporation and CIT Financial LTD. | |||
| 99.1 | GATX Financial Corporation and subsidiaries unaudited pro forma condensed consolidated balance sheet at March 31, 2004 and unaudited pro forma condensed consolidated statements of income for the three months ended March 31, 2004 and the year ended December 31, 2003. | |||
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SIGNATURE
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, thereunto duly authorized.
| GATX FINANCIAL CORPORATION | ||
| (Registrant) | ||
| /s/ Brian Kenney | ||
| Brian A. Kenney | ||
| Senior Vice President and Chief Financial Officer | ||
| (Duly Authorized Officer) |
Date: August 5, 2004
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INDEX TO EXHIBITS
| Exhibit No. | Exhibit Description | |||||||
| 10.1 | 1. | Asset Purchase Agreement dated April 14, 2004 between GATX Technology Services Corporation, GATX Technology Finance Inc., GATX Financial Corporation, CIT Technologies Corporation and CIT Financial LTD. | Filed Electronically | |||||
| Exhibit A – Assignment and Assumption Agreement | Omitted* | |||||||
| Exhibit B – Bill of Sale | Omitted* | |||||||
| Exhibit C – Confidentiality Agreement | Omitted* | |||||||
| Exhibit D – Transition Services Agreement | Omitted* | |||||||
| Exhibit E – Equipment Lease Subservicing Agreement | Omitted* | |||||||
| Schedules 1.1(a) – 5.3 | Omitted* | |||||||
| 2. | Transition Services Agreement, dated April 14, 2004, between GATX Technology Services Corporation, GATX Technology Finance., Inc., GATX Financial Corporation, CIT Technologies Corporation and CIT Financial Ltd. | Omitted* | ||||||
| 99.1 | GATX Financial Corporation and subsidiaries unaudited pro forma condensed consolidated balance sheet at March 31, 2004 and unaudited pro forma condensed consolidated statements of income for the three months ended March 31, 2004 and the year ended December 31, 2003. | Filed Electronically | ||||||
| * | Copies of omitted documents will be furnished upon request. |
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