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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
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PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported) December 19, 2002
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GATX Financial Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-8319 94-1661392
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation) identification number)
500 West Monroe Street,
Chicago, Illinois 60661-3676
(Address of principal executive offices)
Registrant's telephone number, including area code (312) 621-6200
ITEM 5. OTHER EVENTS
GATX FINANCIAL CORPORATION IS A WHOLLY OWNED SUBSIDIARY OF GATX CORPORATION.
ON DECEMBER 18, 2002, GATX CORPORATION ISSUED THE FOLLOWING PRESS RELEASE:
GATX RAIL ACQUIRES REMAINING INTEREST IN EUROPEAN RAIL CAR LESSOR KVG
KESSELWAGEN
CHICAGO, December 18 - GATX Rail today announced that it has acquired
the remaining interest in the companies comprising KVG Kesselwagen, a leading
European railcar lessor. GATX Rail has held a minority interest in KVG since
1997 and this transaction will result in 100% ownership by GATX Rail. Terms of
the transaction were not disclosed.
GATX Rail and KVG have developed a strong working relationship over the
past five years, and this acquisition will further expand GATX's presence in
Europe where it currently has an interest in nearly 30,000 rail cars, including
9,500 tank and specialized rail cars at KVG. KVG will continue to expand its
close working relationship with DEC, GATX's 100% owned rail car lessor
headquartered in Warsaw. GATX Rail also owns a minority interest in AAE Cargo, a
European freight car lessor.
Mr. D. Ward Fuller, president of GATX Rail Europe, stated, "We have
established a strong position in Europe and we are excited about the growth
opportunities in this market. With the acquisition of KVG, we will have an
expanded and more efficient platform from which to pursue these opportunities.
Additionally, I am extremely pleased that Rainer Baumgarten and Gernot Schwayer,
the founders of KVG, will be staying and continuing to lead this operation.
Their insight, experience, and strong customer relationships will be critical to
our success as we seek to grow this business."
KVG, formed in 1991 by Mr. Baumgarten and Mr. Schwayer, has
headquarters in Hamburg and Vienna. Mr. Baumgarten, managing director of KVG,
stated, "Five years ago, we chose GATX Rail as a partner because they shared our
vision of the European rail market. Through working together, we have also
learned that we share a commitment to customer service, quality, and reliability
that sets us apart from our competition."
Page 2
GATX COMPANY DESCRIPTION
GATX Rail is a division of GATX Financial Corporation, a wholly owned
subsidiary of GATX Corporation (NYSE: GMT). GATX is a specialized finance and
leasing company combining asset knowledge and services, structuring expertise,
partnering and risk capital to serve customers and partners worldwide. GATX
specializes in railcar and locomotive leasing, aircraft operating leasing, and
information technology leasing.
ABOUT KVG KESSELWAGEN
KVG Kesselwagen as referenced herein is comprised of KVG Kesselwagen
Vermietgesellschaft mbH, headquartered in Hamburg, Germany, and KVG Kesselwagen
Vermietgesellschaft m.b.h., headquartered in Vienna, Austria.
FORWARD-LOOKING STATEMENTS
Certain statements within this document may constitute forward-looking
statements made pursuant to the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. These statements are identified by words such as
"anticipate," "believe," "estimate," "expects," "intend," "predict," or
"project" and similar expressions. This information may involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements. Although the Company believes that the expectations
reflected in such forward-looking statements are based on reasonable
assumptions, such statements are subject to risks and uncertainties that could
cause actual results to differ materially from those projected. Risks and
uncertainties include, but are not limited to, general economic conditions;
aircraft and railcar lease rate and utilization levels; conditions in the
capital markets and the potential for a downgrade in our credit rating, either
of which could have an effect on our borrowing costs or our ability to access
the markets for commercial paper or secured and unsecured debt; dynamics
affecting customers within the chemical, petroleum and food industries;
unanticipated costs or issues arising from the Federal Railroad Administration's
Railworthiness Directive HM-04 or subsequent regulatory rulings that impact the
economic value of assets; competitors in the rail and air markets who may have
access to capital at lower costs that GATX; additional potential write-downs
and/or provisions within GATX's portfolio; impaired asset charges; and general
market conditions in the rail, air, technology, venture, and other large-ticket
industries.
FOR FURTHER INFORMATION CONTACT:
ANALYSTS & INVESTORS:
Robert C. Lyons
Vice President, Investor Relations
GATX Corporation
312-621-6633
TO BE REMOVED FROM THE CONTACT LIST OR TO REQUEST ADDITIONAL COPIES OF THIS
RELEASE:
Irma Dominguez
312-621-8799
irma.dominguez@gatx.com
Investor, corporate, financial, historical financial, photographic and news
release information may be found at www.gatx.com.
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
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(Registrant)
/s/ Brian A. Kenney
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Brian A. Kenney
Senior Vice President and
Chief Financial Officer
(Duly Authorized Officer)
Date: December 19, 2002