EXHIBIT 99D
GATX Logistics, Inc. Cash Accumulation Plan
Financial Statements
and Supplemental Schedules
For the year ended December 31, 1996
with Report of Independent Auditors
GATX Logistics, Inc. Cash Accumulation Plan
Financial Statements
and Supplemental Schedules
Year ended December 31, 1996
Contents
Report of Independent Auditors ............................................ 1
Consent of Independent Auditors ........................................... 2
Statement of Financial Condition, with Fund Information ................... 3
Statement of Income and Changes in Participants' Equity, with Fund
Information ............................................................... 4
Notes to Financial Statements ............................................. 5
Supplemental Schedule of Reportable Transactions .......................... 9
Supplemental Schedule of Assets Held for Investment ....................... 10
REPORT OF INDEPENDENT AUDITORS
Benefits Committee
GATX Corporation
We have audited the accompanying statements of financial condition of GATX
Logistics, Inc. Cash Accumulation Plan as of December 31, 1996 and 1995, and the
related statement of income and changes in participants' equity for the year
ended December 31, 1996. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of GATX Logistics, Inc. Cash
Accumulation Plan as of December 31, 1996 and 1995, and the income and changes
in participants' equity for the year ended December 31, 1996 in conformity with
generally accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of reportable transactions for the year ended December 31, 1996, and assets held
for investment as of December 31, 1996 and 1995, is presented for purposes of
complying with the Department of Labor's Rule and Regulations for reporting and
disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the basic financial statements. The fund information in
the statement of financial condition and the statement of income and changes in
participants' equity is presented for purposes of additional analysis rather
than to present the financial condition and income and changes in participants'
equity of each fund. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in our audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
ERNST & YOUNG LLP
Jacksonville, Florida
March 26, 1997
1
Consent of Independent Auditor
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-06315) pertaining to the GATX Logistics Inc., 401(k) Cash
Accumulation Plan of GATX Corporation of our report dated March 26, 1997, with
respect to the financial statements of the GATX Logistics, Inc., 401 (k) Cash
Accumulation Plan for the year ended December 31,1996 included in this amended
GATX Corporation Annual Report (Form 10-K/A) for the year ended December 31,
1996.
ERNST & YOUNG LLP
Jacksonville, Florida
May 12, 1997
2
GATX Logistics, Inc. Cash Accumulation Plan
Statement of Financial Condition, with Fund Information
December 31
Assets: 1996 1995
-----------------------------
Investments, at fair value:
Putnam Voyager Fund $ 8,159,620 $ 6,420,368
Managed Income Portfolio II 6,012,980 5,932,182
Puritan Fund 1,227,932 749,672
US Equity Index 1,203,117 381,110
Equity Income 260,634 --
GATX Common Stock 72,967 --
Dreyfus New Leaders 53,120 --
Templeton Foreign Fund 39,264 --
Employee Loans 1,152,163 756,391
----------------------------
Total investments 18,181,797 14,239,723
Employer's contribution 9,070 92,702
Participants' contributions -- 72,290
----------------------------
Total receivables 9,070 164,992
----------------------------
Total assets 18,190,867 14,404,715
Liabilities:
Administrative expenses payable 24,803 --
Refunds due participants 42,986 10,262
----------------------------
Total liabilities 67,789 10,262
----------------------------
Net assets available for benefits $18,123,078 $14,394,453
=========== ===========
See accompanying notes
3
GATX LOGISTICS, INC. Cash Accumulation Plan
Statement of Income and Changes in Participants' Equity, with Fund Information
for the year ended December 31, 1996
Fund Information
--------------------------------------------------------------------------------------------------------------
Description
Putnam Managed GATX Dreyfus Templeton
Voyager Income Puritan US Equity Equity Common New Foreign Employee
Fund Portfolio II Fund Index Income Stock Leaders Fund Loans Other Total
--------------------------------------------------------------------------------------------------------------
Additions to net assets
attributed to:
Dividends and interest $536,097 $382,178 $136,393 $ 29,910 $ 9,389 $ 221 $ 3,584 $ 681 $1,098,453
Realized gain (loss) -
Note C 144,164 -- 4,154 42,970 632 1,277 244 -- 193,442
Unrealized gain (loss) 200,940 -- 8,891 114,694 890 3,579 (1,618) 1,179 328,553
--------------------------------------------------------------------------------------------------------------
881,201 382,178 149,438 187,574 10,911 5,077 2,210 1,860 1,620,448
Employer's
contributions 572,003 553,730 142,644 120,617 4,750 5,209 2,643 1,336 1,389,367
Participants'
contributions 1,180,619 826,236 251,705 231,617 57,272 10,183 7,065 2,049 2,666,746
Transfers between
funds, net 68,070 (814,449) 96,068 403,028 100,672 52,936 59,710 33,965 --
---------------------------------------------------------------------------------------------------------------
1,820,692 565,517 490,417 755,262 262,694 68,328 69,418 37,350 -- 4,069,678
---------------------------------------------------------------------------------------------------------------
Total additions 2,701,893 947,695 639,855 942,836 273,605 73,405 71,628 39,210 -- -- 5,690,127
Deductions from nets assets
attributed to:
Distributions 706,812 728,605 142,739 103,998 -- 693 18,807 -- -- $56,551 1,758,205
Loan withdrawals, net 303,414 170,361 27,847 21,533 12,441 (271) (315) (85)$(395,772) 139,153
Administrative expenses 5,743 27,327 3,521 2,173 530 17 15 15 -- 24,803 64,144
---------------------------------------------------------------------------------------------------------------
Total deductions 1,015,969 926,293 174,107 127,704 12,971 439 18,507 (70) (395,772) 81,354 1,961,502
---------------------------------------------------------------------------------------------------------------
Net increase
(decrease) 1,685,924 21,402 465,748 815,132 260,634 72,966 53,121 39,280 395,772 (81,354) 3,728,625
Participants' equity at
January 1, 1996 6,489,321 5,995,432 764,563 388,746 -- -- -- -- 756,391 -- 14,394,453
---------------------------------------------------------------------------------------------------------------
Participants' equity at
December 31, 1996 $8,175,245 $6,016,834 $1,230,311 $1,203,878 $260,634 $72,996 $53,121 $39,280 $1,152,163 $(81,354)$18,123,078
===============================================================================================================
4
GATX Logistics, Inc. Cash Accumulation Plan
Notes to Financial Statements
December 31, 1996
NOTE A - SIGNIFICANT ACCOUNTING POLICIES
Investments are recorded at fair value based on quoted market prices or
redemption value.
All costs and expenses incurred with regard to the purchase and sale of
investments are borne by the GATX Logistics, Inc. (the Company) Cash
Accumulation Plan (the Plan) and are included in the realized gain (loss) on
sale of investments. Administrative and general expenses are paid by the
participants of the Plan.
The preparation of the financial statements in conformity with generally
accepted accounting principles necessarily requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements as well as revenues and expenses during the reporting period. Actual
amounts when ultimately realized could differ form those estimates.
NOTE B - DESCRIPTION OF THE PLAN
The Plan is a defined contribution plan subject to the provisions of the
Employment Income Security Act of 1974 as amended (ERISA), and was established
to afford employees an opportunity to save systematically for retirement. The
Plan covers all employees of the Company who have completed one year of
employment with at least 1,000 hours of service and are at least twenty-one
years of age.
A participant may contribute to the Plan from 1% to a maximum of 16% of his or
her compensation as defined by the Plan. The Company contributes to the Plan for
each participant who is an active employee as of the end of each month, an
amount equal to the participant contribution made for such month which does not
exceed 4% of the participant's basic wages or salary.
An eligible participant may elect to have the Company deposit amounts to the
Plan on his or her behalf through the execution of salary reduction agreements
as provided under section 401(k) of the Internal Revenue Code and its
regulations. Participant contributions can range from 1% to 16% of a
participant's compensation but cannot exceed the limit ($9,500 for the fiscal
year ended December 31, 1996) on elective deferrals according to section
402(g)(1) of the Internal Revenue Code.
An employee or beneficiary will be fully vested in the Company's matching
contributions upon completion of one of the following: 1) completion of four
years of service, 2) a normal retirement or disability, or 3) in the event of
death. If employment terminates prior to completion of four years of service,
then the Company's match will be partially vested based on years of service as
follows: less than two years - 0%, two to four years - 50% and four or more -
100%.
Upon termination of employment, disability or death, a participant or
beneficiary may elect to receive either a lump-sum equal to the value of his or
her account, or equal monthly, quarterly, or semi-annual installments over a
period not to exceed ten years.
5
GATX Logistics, Inc. Cash Accumulation Plan
Notes to Financial Statements
December 31, 1996
Participants may elect to have their contributions invested in the Putnam
Voyager Fund, Managed Income Portfolio II, Puritan Fund, US Equity Index, Equity
Income, GATX Common Stock, Dreyfus New Leaders, Templeton Foreign Fund, or in a
combination of any of the funds in multiples of 5% in each fund selected.
Active participants may obtain loans from the Plan at any time. The maximum loan
amount is subject to certain restrictions and each loan is secured by the
participant's account balance.
Each month each participant's contribution and the Company's matching
contribution is credited to each participant's account. Investment gains or
losses (realized and unrealized) are allocated, based on previous business day's
quoted market prices, to each participant's account in the proportion that each
participant's account bears to the total of all account balances.
Employees participating in the Plan had invested in the available funds as
follows (some having invested in more than one fund):
December 31, 1996
------------------
Total employees participating 1,581
Putnam Voyager Fund 1,042
Managed Income Portfolio II 1,126
Puritan Fund 430
US Equity Index 374
Equity Income 63
GATX Common Stock 68
Dreyfus New Leaders 46
Templeton Foreign Fund 26
The Company intends this Plan to be permanent but reserves the right at any time
to modify, amend, or terminate this Plan, including the right to suspend or
permanently discontinue employer contributions. Should the Plan terminate at
some future date, its net assets will be available to provide participants their
distributions in proportion to their allocable share of the Plan assets at the
date of such termination.
6
GATX Logistics, Inc. Cash Accumulation Plan
Notes to Financial Statements
December 31, 1996
NOTE C - INVESTMENTS
The cost of investments and number of shares or units held at December 31, 1996
and 1995 were as follows:
1996 1995
------------------------------------------------------
Shares/Units Costs Shares/Units Costs
------------------------------------------------------
Putnam Voyager Fund 506,180 $ 7,665,439 421,008 $ 6,095,432
Managed Income Portfolio II 6,012,980 6,012,980 5,932,182 5,932,182
Puritan Fund 71,226 1,208,295 44,072 737,678
US Equity Index 44,643 1,062,440 16,886 370,245
Equity Income 6,085 259,693 --
GATX Common Stock 7,203 69,972 --
Dreyfus New Leaders 1,304 54,422 --
Templeton Foreign Fund 3,790 38,086 --
Employee Loans 1,152,163 756,391
----------- -----------
$17,523,490 $13,891,928
=========== ===========
7
GATX Logistics, Inc. Cash Accumulation Plan
Schedule of Assets Held for Investment
For the years ended December 31, 1996 and 1995
NOTE C - INVESTMENTS -Continued
The realized gain (loss) on sale of investments is the difference between the
proceeds received and the average cost of investments sold, including
transaction costs, and was determined as follows.
1996
-----------------------------------------
Aggregate Aggregate Realized
Proceeds Cost Gain/Loss
-----------------------------------------
Putnam Voyager Fund $1,394,148 $1,249,984 $ 144,164
Managed Inc. Portfolio II 80,797 80,797 --
Puritan Fund 465,215 461,061 4,154
US Equity Index 664,344 621,374 42,970
Equity Income 259,112 258,480 632
GATX Common Stock 68,111 66,833 1,278
Dreyfus New Leaders 54,495 54,251 244
Templeton Foreign Fund 38,086 38,086 --
------------------------------------------
Total $3,024,308 $2,830,866 $ 193,442
==========================================
NOTE D - FEDERAL INCOME TAX STATUS
The Internal Revenue Service has issued a favorable determination letter of the
Plan's status under Sections 401(a) and 401(k) of the Internal Revenue Code of
1986, as amended, (the Code), and is, therefore, not subject to tax under
present income tax laws. Amounts distributed from the Plan are taxable to the
participants or their beneficiaries as provided by Section 402 (a) of the Code.
Once qualified, the Plan is required to operate in conformity with the code to
maintain its tax-exempt status. The administrator is not aware of any course of
action or series of events that have occurred that might adversely affect the
Plan's qualified status.
8
GATX Logistics, Inc. Cash Accumulation Plan
Supplemental Schedule of Reportable Transactions
for the year ended December 31, 1996
Current Value
of Asset on
Identity of Party Transaction Net Gain
Involved Description of Assets Purchases Sales Cost of Asset Date (Loss)
- --------------------------------------------------------------------------------------------------------------------
Category (iii)-- series of transactions in excess of 5 percent of plan assets
- -------------------------------------------------------------------------------
Fidelity Investments Putnam Voyager Fund $3,221,130 $1,826,982 $3,221,130 $1,651,123 $ 175,859
Fidelity Investments Puritan 862,998 397,783 862,998 392,381 5,402
Fidelity Investments Managed Inc. Portfolio II 2,495,973 2,413,934 2,495,973 2,413,934 --
Fidelity Investments U.S. Equity Index 1,055,118 390,774 1,055,118 362,922 27,852
There were no category (i), (ii) or (iv) reportable
transactions during 1996.
9
GATX Logistics, Inc. Cash Accumulation Plan
Supplemental Schedule of Assets Held for Investment
December 31, 1996 and 1995
1996
- ----------------------------------------------------------------------
Description of
Identity of Issue Investment Cost Current Value
- ----------------------------------------------------------------------
Putnam Voyager Fund 506,180 units $ 7,665,439 $ 8,175,245
MIP II 6,012,980 units 6,012,980 6,016,834
Puritan Fund 71,226 units 1,208,295 1,230,311
US Equity Index 44,643 units 1,062,440 1,203,878
Equity Income 6,085 units 259,693 260,634
GATX Common Stock 7,203 units 69,972 72,966
Dreyfus New Leaders 1,304 units 54,422 53,121
Templeton Foreign Fund 3,790 units 38,086 39,280
Employee Loans 8% per annum 1,152,163 1,152,163
----------- ------------
$17,523,490 $18,204,432
=========== ============
1995
- -------------------------------------------------------------------
Description of
Identity of Issue Investment Cost Current Value
- -------------------------------------------------------------------
Putnam Voyager Fund 421,008 units $ 6,095,432 $ 6,420,368
MIP II 5,932,182 units 5,932,182 5,932,182
Puritan Fund 44,072 units 737,678 749,672
US Equity Index 16,886 units 370,245 381,110
Employee Loans 8% per annum 756,391 756,391
----------- ------------
$13,891,928 $14,239,723
=========== ===========
10