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GMT > SEC Filings for GMT > Form 8-K on 18-Nov-2013All Recent SEC Filings

Show all filings for GATX CORP

Form 8-K for GATX CORP


18-Nov-2013

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


ITEM 1.01 Entry Into A Material Definitive Agreement

GATX Corporation ("GATX") entered into an Underwriting Agreement (the "Underwriting Agreement"), with Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC, as representatives of the several underwriters listed therein (collectively, the "Underwriters"), dated November 14, 2013, pursuant to which GATX agreed to sell and the Underwriters agreed to purchase, subject to and upon terms and conditions set forth therein, $300,000,000 aggregate principal amount of 2.500% Senior Notes due 2019 (the "Notes"), as described in the prospectus supplement dated November 14, 2013 (the "Prospectus Supplement") filed pursuant to GATX's shelf registration statement on Form S-3, Registration No. 333-190682 (the "Registration Statement").

The Notes will be issued under the Indenture dated as of February 6, 2008 between GATX and U.S. Bank National Association as trustee, and an officers' certificate providing for the issuance of the Notes. The Underwriters are expected to deliver the Notes against payment on November 19, 2013.

Copies of the Underwriting Agreement and other documents relating to this transaction are attached as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.



ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits.

1.1 Underwriting Agreement, dated November 14, 2013, between GATX and Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein.

5.1 Opinion of Mayer Brown LLP as to the validity of the securities being offered.

23.1 Consent of Mayer Brown LLP (contained in Exhibit 5.1 hereto).


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