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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-2328
GATX Corporation
Incorporated in the IRS Employer Identification Number
State of New York
36-1124040
500 West Monroe Street
Chicago, Illinois 60661-3676
312/621-6200
Securities Registered Pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class or series on which registered
Common Stock New York Stock Exchange
Chicago Stock Exchange
London Stock Exchange
$2.50 Cumulative Convertible Preferred Stock New York Stock Exchange
Chicago Stock Exchange
$2.50 Cumulative Convertible Preferred New York Stock Exchange
Stock, Series B Chicago Stock Exchange
$3.875 Cumulative Convertible Preferred StockNew York Stock Exchange
Chicago Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act:
None
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. X
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
As of March 4, 1994, 19,809,722 common shares were outstanding, and the
aggregate market value of the common shares (based upon the March 4, 1994
closing price of these shares on the New York Stock Exchange) of GATX
Corporation held by nonaffiliates was approximately $864.2 million.
Documents Incorporated by Reference
Portions of the GATX Annual Report to Shareholders for the year ended
December 31, 1993 are incorporated by reference into Parts I and II.
Portions of GATX's proxy statement dated March 11, 1994 are
incorporated by reference into Part III.
PART I
Item 1. Business
GATX Corporation is a holding company whose subsidiaries engage in the leasing
and management of railroad tank cars and specialized freight cars; provide
equipment and capital asset financing and related services; own and operate tank
storage terminals, pipelines and related facilities; engage in Great Lakes
shipping; and provide distribution and logistics support services, warehousing
facilities, and related real estate services. Information concerning financial
data of business segments and the basis for grouping products or services is
contained in Exhibit 13, GATX Annual Report to Shareholders for the year ended
December 31, 1993 on page 27 and pages 32 through 35, which is incorporated
herein by reference (page references are to the Annual Report to Shareholders).
Industry Segments
Railcar Leasing and Management
The Railcar Leasing and Management segment (Transportation) is principally
engaged in leasing specialized railcars, primarily tank cars, under full service
leases. As of December 31, 1993, its fleet consisted of approximately 55,800
railcars, including 48,000 tank cars and 7,800 specialized freight cars,
primarily Airslide covered hopper cars and plastic pellet cars. Transportation
has upgraded its fleet over time by adding new larger capacity cars and retiring
older, smaller capacity cars. Transportation's railcars have a useful life of
approximately 30 to 33 years. The average age of the railcars in
Transportation's fleet is approximately 15 years.
The following table sets forth the approximate tank car fleet capacity of
Transportation as of the end of each of the years indicated and the number of
cars of all types added to Transportation's fleet during such years:
Year Ended December 31,
1993 1992 1991 1990 1989
Tank car fleet capacity
(in millions of gallons) 1,024 993 977 964 939
Number of cars added to fleet 3,000 1,600 1,500 1,700 2,900
Transportation's customers use its railcars to ship over 700 different
commodities, primarily chemicals, petroleum, food products and minerals. For
1993, approximately 55% of railcar leasing revenue was attributable to shipments
of chemical products, 21% to petroleum products, 18% to food products and 6% to
other products. Many of these products require cars with special features;
Transportation offers a wide variety of sizes and types of cars to meet these
needs. Transportation leases railcars to over 700 customers, including major
chemical, oil, food and agricultural companies. No single customer accounts for
more than 6% of total railcar leasing revenue.
Transportation typically leases new equipment to its customers for a term of
five years or longer, whereas renewals or leases of used cars are typically for
periods ranging from less than a year to seven years with an average lease term
of about three years. The utilization rate of Transportation's railcars as of
December 31, 1993 was approximately 93%.
-1-
Under its full service leases, Transportation maintains and services its
railcars, pays ad valorem taxes, and provides many ancillary services. Through
its Car Status Service System, for example, the company provides customers with
timely information about the location and readiness of their leased cars to
enhance and maximize the utilization of this equipment. Transportation also
maintains a network of service centers consisting of four major service centers
and 23 mobile trucks in 16 locations. Transportation also utilizes independent
third-party repair shops.
Transportation purchases most of its new railcars from Trinity Industries, Inc.
(Trinity), a Dallas-based metal products manufacturer, under a contract entered
into in 1984 and extended from time to time thereafter, most recently in 1992.
Transportation anticipates that through this contract it will continue to be
able to satisfy its customers' new car lease requirements. Transportation's
engineering staff provides Trinity with design criteria and equipment
specifications, and works with Trinity's engineers to develop new technology
where needed in order to upgrade or improve car performance or in response to
regulatory requirements.
The full-service railcar leasing industry is comprised of Transportation, Union
Tank Car Company, General Electric Railcar Services Corporation, Shippers Car
Line division of ACF Industries, Incorporated, and many smaller companies. Of
the approximately 192,000 tank cars owned and leased in the United States at
December 31, 1993, Transportation had approximately 48,000. Principal
competitive factors include price, service and availability.
Financial Services
GATX Financial Services, through its principal subsidiary, GATX Capital
Corporation, provides asset-based financing of transportation and industrial
equipment through capital leases, secured equipment loans, and operating leases.
GATX Capital also provides related financial services which include the
arrangement of lease transactions for investment by other lessors and the
management of lease portfolios for third parties. In these underwriting and
management activities, GATX Capital seeks fee income and residual participation
income. In addition to its San Francisco headquarters, GATX Capital has offices
in six foreign countries.
The financial services industry is both crowded and efficient. GATX Capital is
one of the larger non-bank capital services companies. Capital competes with
captive leasing companies, leasing subsidiaries of commercial banks, independent
leasing companies, lease underwriters and brokers, investment bankers, and also
with the manufacturers of equipment. Financing companies compete on the basis
of service and effective rates.
GATX Capital participates in selected areas where it believes the application of
its strengths can result in above-market returns in exchange for assuming
appropriate levels of risk. GATX Capital has developed a portfolio of assets
diversified across industries and equipment classifications, the largest of
which include air and rail. At December 31, 1993, GATX Capital had
approximately 750 financing contracts with 500 customers, aggregating $1.3
billion of investments before reserves. Of this amount, 47% consisted of
investments associated with commercial jet aircraft, 15% railroad equipment, 8%
real estate, 8% golf courses, 7% warehouse and production equipment, 6% marine
equipment and 9% other equipment.
-2-
Terminals and Pipelines
GATX Terminals Corporation (Terminals) is engaged in the storage, handling and
intermodal transfer of petroleum and chemical commodities at key points in the
bulk liquid distribution chain. All of its terminals are located near major
distribution and transportation points and most are capable of receiving and
shipping bulk liquids by ship, rail, barge and truck. Many of the terminals are
also linked with major interstate pipelines. In addition to storing, handling
and transferring bulk liquids, Terminals provides blending and testing services
at most of its facilities. Terminals also owns or holds interests in four
refined product pipeline systems. As of December 31, 1993, Terminals owned and
operated 27 terminals in 14 states, nine of which are associated with Terminals'
pipeline interests, and eight facilities in the United Kingdom; Terminals also
had joint venture interests in 12 international facilities.
As of December 31, 1993, Terminals had a total storage capacity of 71 million
barrels. This includes 53 million barrels of bulk liquid storage capacity in
the United States, 6 million barrels in the United Kingdom, and an equity
interest in another 12 million barrels of storage capacity in Europe and the Far
East. Terminals' smallest bulk liquid facility has a storage capacity of
100,000 barrels while its largest facility, located in Pasadena, Texas, has a
capacity of over 12 million barrels. During 1993, Terminals handled
approximately 635 million barrels of product through its wholly-owned bulk
liquid storage facilities, with capacity utilization of 92% at the end of 1993.
For 1993, 77% of Terminals' revenue was derived from petroleum products and 20%
from a variety of chemical products. Demand for Terminals' facilities is
dependent in part upon demand for petroleum and chemical products and is also
affected by refinery output, foreign imports, and the expansion of its customers
into new geographical markets.
Terminals serves nearly 200 customers, including major oil and chemical
companies as well as trading firms and larger independent refiners. No single
customer accounts for more than 7% of Terminals' revenue. Customer service
contracts are both short term and long term.
Terminals along with two Dutch companies, Paktank N.V. and Van Ommeren N.V., are
the three major international public terminalling companies. The domestic
public terminalling industry consists of Terminals, Paktank Corporation,
International-Matex Tank Terminals, and many smaller independent terminalling
companies. In addition to public terminalling companies, oil and chemical
companies, which generally do not make their storage facilities available to
others, also have significant storage capacity in their own private facilities.
Terminals' pipelines compete with rail, trucks and other pipelines for movement
of liquid petroleum products. Principal competitive factors include price,
location relative to distribution facilities, and service.
-3-
Great Lakes Shipping
American Steamship Company (ASC), with the largest carrying capacity of the
domestic Great Lakes vessel fleets, provides modern and efficient waterborne
transportation of dry bulk materials to the integrated steel, electric utility
and construction industries. ASC's fleet is entirely comprised of self-
unloading vessels which do not require any shoreside assistance to discharge
cargo. ASC's eleven vessels range in size from 635 feet to 1,000 feet,
transport cargoes from 17,000 net tons up to 70,000 net tons depending on vessel
size, and can unload at speeds from 2,800 net tons per hour up to 10,000 net
tons per hour. Because the Great Lakes are fresh water, Great Lakes vessels are
not subject to the severe rusting condition typical of salt water vessels. As a
result, ASC's vessels have expected lives of 50 to 75 years.
In 1993, ASC carried 24.4 million tons of cargo. The primary materials ASC
transported were iron ore, coal and limestone aggregates. Other commodities
transported include sand, salt, potash, gypsum, marble chips and slag. ASC
competes with three other U.S. flag Great Lakes commercial fleets, which include
U.S.S. Great Lakes Fleet, Inc., Columbia Transportation, and Interlake
Steamship, and with all steel companies which operate captive fleets. Great
Lakes shipping is the only major activity of GATX which consumes substantial
quantities of petroleum products; fuel for these operations is presently in
adequate supply. Competition is based primarily on service and price. ASC is
headquartered in Buffalo, New York, with one regional office. No single
customer accounts for more than 21% of ASC's revenue.
Logistics and Warehousing
GATX Logistics, Inc. (Logistics) is the largest third-party provider in the
United States of distribution and logistics support services, warehousing
facilities, and related real estate services. Logistics operates 119 facilities
and approximately 22 million square feet of warehousing space in North America
with utilization of 94 percent at the end of 1993. Value-adding services are
strategically the most important benefit GATX Logistics provides. Examples of
these services are logistics planning, information systems, just-in-time
delivery systems, packaging, sub-assembly, and returns management.
GATX Logistics serves about 750 customers, many of which are Fortune 1000-type
companies. Most customers are manufacturers, but the customer base also
includes retailers. In the warehousing sector, GATX Logistics competes
primarily with in-house or private operations and with other national operators
as well as multi-regional and local operators. In providing transportation and
logistics services, GATX Logistics competes with the major trucking companies
and providers of specialized distribution services.
GATX Logistics' revenue source by industry served during 1993 was 30% consumer
products, 20% grocery, 11% farm and construction equipment, 10% motor vehicle
parts and components, 5% major appliances, 5% health care, 4% electronics and
15% other. No single customer accounts for more than 8% of Logistics' revenue.
-4-
Trademarks, Patents and Research Activities
Patents, trademarks, licenses, and research and development activities are
not material to these businesses taken as a whole.
Seasonal Nature of Business
Great Lakes shipping is seasonal due to the effects of winter weather
conditions. However, seasonality is not considered significant to the
operations of GATX and its subsidiaries taken as a whole.
Customer Base
GATX and its subsidiaries are not dependent upon a single customer or a few
customers. The loss of any one customer would not have a material adverse
effect on any segment or GATX as a whole.
Employees
GATX and its subsidiaries have approximately 5,500 active employees, of whom
25% are hourly employees covered by union contracts.
Environmental Matters
Certain of GATX's operations present potential environmental risks principally
through the transportation or storage of various commodities. Recognizing that
some risk to the environment is intrinsic to its operations, GATX is committed
to protecting the environment, as well as complying with applicable
environmental protection laws and regulations. GATX, as well as its
competitors, is subject to extensive regulation under federal, state and local
environmental laws which have the effect of increasing the costs and liabilities
associated with the conduct of its operations. In addition, GATX's foreign
operations are subject to environmental regulations in effect in each respective
jurisdiction.
GATX's policy is to monitor and actively address environmental concerns in a
responsible manner. GATX has received notices from the U.S. Environmental
Protection Agency (EPA) that it is a potentially responsible party (PRP) for
study and clean-up costs at 11 sites under the requirements of the Federal
Comprehensive Environmental Response, Compensation and Liability Act of 1980
(Superfund). Under Superfund and comparable state laws, GATX may be required to
share in the cost to clean-up various contaminated sites identified by the EPA
and other agencies. In all but one instance, GATX is one of several financially
responsible PRPs and has been identified as contributing only a small percentage
of the contamination at each of the sites. Due to various factors such as the
required level of remediation and participation in clean-up efforts by others,
GATX's total clean-up costs at these sites cannot be predicted with certainty;
however, GATX's best estimates for remediation and restoration of these sites
have been determined and are included in its environmental reserves.
-5-
Future costs of environmental compliance are indeterminable due to unknowns such
as the magnitude of possible contamination, the timing and extent of the
corrective actions that may be required, the determination of the company's
liability in proportion to other responsible parties, and the extent to which
such costs are recoverable from third parties including insurers. Also, GATX
may incur additional costs relating to facilities and sites where past
operations followed practices and procedures that were considered acceptable at
the time but in the future may require investigation and/or remedial work to
ensure adequate protection to the environment under current standards. If
future laws and regulations contain more stringent requirements than presently
anticipated, expenditures may be higher than the estimates, forecasts, and
assessments of potential environmental costs provided below. However, these
costs are expected to be at least equal to the current level of expenditures.
In addition, GATX has provided indemnities for environmental issues to the
buyers of two divested companies for which GATX believes it has adequate
reserves.
GATX's environmental reserve at the end of 1993 was $81 million and reflects
GATX's best estimate of the cost to remediate its environmental conditions.
Additions to the reserve were $17 million in both 1993 and 1992. Expenditures
charged to the reserve amounted to $10 million and $12 million in 1993 and 1992,
respectively.
In 1993, GATX made capital expenditures of $18 million for environmental and
regulatory compliance compared to $16 million in 1992. These projects included
marine vapor recovery, discharge prevention compliance, impervious dikes and
tank car cleaning systems. Environmental projects authorized or currently under
consideration would require capital expenditures of approximately $25 million in
1994. It is anticipated that GATX will make annual expenditures at a similar
level over the next five years for regulatory and environmental requirements.
Item 2. Properties
Information regarding the location and general character of certain properties
of GATX is included in Item 1, Business, of this document. The major portion of
Terminals' land is owned; the balance is leased. Most of the warehouses
operated by GATX Logistics are leased; the others are managed for third parties.
Item 3. Legal Proceedings
A railcar owned by Transportation was involved in a derailment near Dunsmuir,
California in July 1991 that resulted in a spill of metam sodium into the
Sacramento River. Various lawsuits seeking damages in unspecified amounts have
been filed against General American Transportation Corporation (GATC), or an
affiliated company, most of which have been consolidated in the Superior Court
of the State of California for the City and County of San Francisco (Nos. 2617
and 2620). GATC has now been dismissed by the class plaintiffs in those cases
but remains in the cases with respect to the plaintiffs who have opted out of
the class and with respect to indemnity and contribution claims. There is one
other case seeking recovery for response costs and natural resource damages:
State of California, et al, vs. Southern Pacific, et al, filed in the Eastern
District of California (CIV-S-92 1117). All other actions have been
consolidated with these two cases. GATC also has been named as a potentially
responsible party by the State of California with respect to the assessment and
remediation of possible damages to natural resources which
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claim has also been consolidated in the suit in the Eastern District of
California. GATC has entered into provisional settlement agreements with the
United States of America, the state of California, Southern Pacific and certain
other defendents settling all material claims arising out of the above incident
in an amount not material to GATC. Such settlement, however, is conditional on
further court action. Further, it is the opinion of management that if damages
are assessed and taking into consideration the probable insurance recovery, this
matter will not have a material effect on GATX's consolidated financial position
or results of operations.
Various lawsuits have been filed in the Superior Court for the State of
California and served upon Terminals, Calnev Pipe Line Company, or another GATX
subsidiary seeking an unspecified amount of damages arising out of the May 1989
explosion in San Bernardino, California. Those suits, all of which were filed
in the County of San Bernardino unless otherwise indicated, are: Aguilar, et
al, v. Calnev Pipe Line Company, et al, filed February 1990 in the County of Los
Angeles (No. 0751026); Alba, et al, v. Southern Pacific Railroad Co., et al,
filed November 1989 (No. 252842); Terry, et al, v. Southern Pacific
Transportation Corporation, et al, filed December 1989 (No. 253603) and settled
February 1994; Terry, et al, v. Southern Pacific, et al, filed December 1989
(No. 253604); Charles, et al, v. Calnev Pipe Line, Inc., et al, filed May 1990
(No. 256269); Raman, et al, v. Southern Pacific Railroad Company, et al, filed
May 1990 (No. 256181) and settled October 1993; Abrego, et al, v. Southern
Pacific Transportation Corporation, et al, filed May 1990 in the County of Los
Angeles (No. BC 000947); Glaspie, et al, v. Southern Pacific Transportation, et
al, filed May 1990 in the County of Los Angeles (No. BC002047); Jackson, et al,
v. City of San Bernardino, et al, filed May 1990 (No. 256172) and settled
February 1993; Burney, et al, v. Southern Pacific, et al, filed May 1990 in the
County of Los Angeles (BC000876); Hawkins, et al, v. Southern Pacific, et al,
filed May 1990 in the County of Los Angeles (BC000825) and since dismissed as to
all GATX subsidiaries; Ledbetter, et al, v. City of San Bernardino, et al, filed
May 1990
(No. 256173); Mary Washington v. Southern Pacific, et al, filed May 1990
(No. 256346); Stewart, et al, v. Southern Pacific Railroad Co., et al, filed May
1990 (No. 256464); Yost, et al, v. Southern Pacific Railroad, et al, filed June
1989 (No. 250308) and dismissed January 1993; Riley, et al, v. Lake Minerals
Corp., et al, filed May 1990 (No. 256163) and settled September 1993; Pearson v.
Calnev Pipe Line Company, et al, filed May 1990 in the County of San Bernardino
(No. 256206); Pollack v. Southern Pacific Transportation, et al, filed May 1992
(No. 271247); Davis v. Calnev Pipe Line Company, et al, filed May 1990 (No.
256207); J. Roberts, et al, v. Southern Pacific Transportation, et al, filed
November 1992 (No. 275936); Brooks, et al, v. Southern Pacific, et al, filed May
1990 (No. 256176) and settled February 1994; Goldie, et al, v. Southern Pacific,
et al, filed May 1990 and dismissed July 1993, appeal pending; Irby, et al, v.
Southern Pacific, et al,
(No. 255715) filed April 1990; Esparza, et al, v. Southern Pacific, et al, (No.
256433) filed May 1990 and settled February 1994; Reese, et al, v. Southern
Pacific, et al (No. 256434) filed May 1990; Nancy Washington, et al, v. Southern
Pacific, et al, (No. 256435) filed May 1990. In addition, GATX is aware of
approximately 10 other cases (the majority involving multiple plaintiffs)
seeking damages arising out of this incident which have named but not served a
subsidiary of GATX or a subsidiary officer. Based upon information known to
management, it remains management's opinion that if damages are assessed and
taking into consideration probable insurance recovery, the ultimate resolution
of the lawsuits arising out of the May 1989 explosion will not have a material
effect on GATX's consolidated financial position or results of operations.
-7-
In October 1991, GATX and five of its senior officers were named as defendants
in Searls vs. Glasser, et al, filed in the U.S. District Court for the Northern
District of Illinois, a class action filed on behalf of certain purchasers of
GATX's common stock alleging violation of the securities laws, common law fraud
and negligent misrepresentation in various public statements made by GATX during
1991 concerning 1992 forecasted earnings. Upon the completion of extensive
discovery, GATX filed a motion for summary judgment which the court has taken
under consideration. GATX believes that it has a strong defense and that the
complaint is without merit.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Executive Officers of the Registrant
Pursuant to General Instruction G(3), the following information regarding
executive officers is included in Part I in lieu of inclusion in the GATX Proxy
Statement:
Office
Held
Name Office Held Since Age
James J. Glasser Chairman of the Board, President
and Chief Executive Officer 1978 59
John F. Chlebowski, Jr.Vice President, Finance and 1985 48
Chief Financial Officer
William L. Chambers Vice President, Human Resources 1993 56
Paul A. Heinen Vice President, General
Counsel and Secretary 1981 63
Ralph L. O'Hara Controller 1986 49
E. Paul Dunn, Jr. Treasurer 1990 40
Officers are elected annually by the Board of Directors. Previously, Mr.
Chambers was the Senior Vice President of Human Resources and Corporate
Relations for Beatrice Company from 1986 to 1990. From 1991 until 1993,
Mr. Chambers was engaged in human resource consulting. Previously,
Mr. Dunn was Assistant Treasurer of The Hertz Corporation from 1985-1990.
-8-
PART II
Item 5. Market for the Registrant's Common Stock and Related Shareholder
Matters
Information required by this item is contained in Exhibit 13, GATX Annual Report
to Shareholders for the year ended December 31, 1993 on page 59, which is
incorporated herein by reference (page reference is to the Annual Report to
Shareholders).
Item 6. Selected Financial Data
Information required by this item is contained in Exhibit 13, GATX Annual Report
to Shareholders for the year ended December 31, 1993, on pages 60 and
61, which is incorporated herein by reference (page references are to the Annual
Report to Shareholders).
Item 7. Management Discussion and Analysis of Financial Condition and Results
of Operations
Information required by this item is contained in Item 1, Businss, section of
this document and in Exhibit 13, GATX Annual Report to Shareholders for the year
ended December 31, 1993, the management discussion and analysis on pages 29, 30,
31, 37, 39, 41 and 42, the financial data of business segments on pages 32
through 35, and the discussion of 1992 and 1991 operations on pages 62 and 63,
which is incorporated herein by reference (page references are to the Annual
Report to Shareholders).
Item 8. Financial Statements and Supplementary Data
The following consolidated financial statements of GATX Corporation, included in
Exhibit 13, GATX Annual Report to Shareholders for the year ended
December 31, 1993, which is incorporated herein by reference (page references
are to the Annual Report to Shareholders):
Statements of Consolidated Income and Reinvested Earnings -- Years
ended December 31, 1993, 1992 and 1991, on page 36.
Consolidated Balance Sheets -- December 31, 1993 and 1992, on
page 38.
Statements of Consolidated Cash Flows -- Years ended
December 31, 1993, 1992 and 1991, on page 40.
Notes to Consolidated Financial Statements on pages 43 through 58.
Quarterly results of operations are contained in Exhibit 13, GATX Annual Report
to Shareholders for the year ended December 31, 1993 on page 59, which is
incorporated herein by reference (page reference is to the Annual Report to
Shareholders).
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None.
-9-
PART III
Item 10. Directors and Executive Officers of the Registrant
Information required by this item regarding directors is contained in sections
entitled "Nominees For Directors" and "Additional Information Concerning
Nominees" in the GATX Proxy Statement dated March 11, 1994, which sections are
incorporated herein by reference. Information regarding officers is included at
the end of Part I.
Item 11. Executive Compensation
Information required by this item regarding executive compensation is contained
in sections entitled "Compensation of Directors" and "Compensation of Executive
Officers" in the GATX Proxy Statement dated March 11, 1994, which sections are
incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Information required by this item regarding the Company's Common Stock is
contained in sections entitled "Nominees For Directors," "Security Ownership of
Management" and "Beneficial Ownership of Common Stock" in the GATX Proxy
Statement dated March 11, 1994, which sections are incorporated herein by
reference. The following are the only persons known to the Company who
beneficially owned as of March 4, 1994 more than 5% of the Company's $3.875
Cumulative Convertible Preferred Stock ("CCP Stock"):
Name and Address of Shares Beneficially
Beneficial Owner Owned Percent of Class
Fiduciary Trust 331,500 9.77
Company International (1)
Two World Trade Center,
New York, NY
FMR Corp. (2) 341,700 10.06
82 Devonshire Street
Boston, MA
(1) According to Schedule 13Gs dated January 28, 1994 furnished to the
Company, United Nations Joint Staff Pension Fund ("UN") and its appointed
Investment Advisor, Fiduciary Trust Company ("Fiduciary"), share voting
and dispositive power with respect to 330,000 shares of the CCP Stock and
Fiduciary has sole dispositive and sole voting power over 1,500 shares of
the CCP Stock. The 331,500 shares represent voting over 1.43% of the
shares of Company Stock entitled to vote at the Company's Annual Meeting.
(2) According to a Schedule 13G dated February 11, 1994 furnished to the
Company, FMR Corp. ("FMR") through certain of its wholly-owned
subsidiaries has beneficial ownership of and sole dispositive power over
341,700 shares of the CCP Stock with sole voting power over some portion
of 56,700 shares of the CCP Stock. The 341,700 shares of CCP Stock
represent voting power over 1.47% of the shares of Company Stock entitled
to vote at the Company's Annual Meeting. FMR's beneficial ownership of
Common Stock of the Company is described in the GATX Proxy Statement
dated March 11, 1994.
-10-
Item 13. Certain Relationships and Related Transactions
None.
PART IV
Item 14. Financial Statement Schedules, Reports on Form 8-K and Exhibits.
a) 1. -Financial Statements
The following consolidated financial statements of GATX Corporation
included in the Annual Report to Shareholders for the year ended
December 31, 1993, are filed in response to Item 8:
Statements of Consolidated Income and Reinvested Earnings --
Years ended December 31, 1993, 1992 and 1991
Consolidated Balance Sheets -- December 31, 1993 and 1992
Statements of Consolidated Cash Flows -- Years ended
December 31, 1993, 1992 and 1991
Notes to Consolidated Financial Statements
2. -Financial Statement Schedules:
Page
Schedule IIICondensed Financial
Information of Registrant................ 17
Schedule V Property, Plant and Equipment.............. 21
Schedule VI Accumulated Depreciation, Depletion and
Amortization of Property, Plant and
Equipment................................ 25
Schedule VIIIValuation and Qualifying Accounts ......... 29
Schedule IX Short-Term Borrowings...................... 30
Schedule X Supplementary Income Statement Information. 31
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission
are not required under the related instructions or are inapplicable,
and, therefore, have been omitted.
-11-
B) EXHIBIT INDEX
Exhibit
Number Exhibit Description Page
3A. Restated Certificate of Incorporation of GATX Corporation, as amended,
incorporated by reference to GATX's Annual Report on Form 10-K for the
fiscal year ended December 31, 1991, file number 1-2328.
3B. Bylaws of GATX Corporation, as amended, incorporated by reference to
GATX's Annual Report on Form 10-K for the fiscal year ended December
31, 1990, file number 1-2328.
4A. Rights Agreement dated as of May 15, 1986, as amended and restated as
of June 2, 1989, between GATX Corporation and Manufacturers Hanover
Trust Company, as Rights Agent, incorporated by reference to Exhibit 4
contained in GATX's Amendment on Form 8 dated July 14, 1989, to its
Registration Statement on Form 8-A, file number 1-2328.
10A. GATX Corporation 1980 Long Term Incentive Compensation Plan, as
amended, incorporated by reference to GATX's Annual Report on Form
10-K for the fiscal year ended December 31, 1991, file number 1-2328.
10B. GATX Corporation 1985 Long Term Incentive Compensation Plan, as
amended, and restated as of April 27, 1990, incorporated by reference
to GATX's Annual Report on Form 10-K for the fiscal year ended
December 31, 1990, file No. 1-2328. Amendment to said Plan effective
as of April 1, 1991, incorporated by reference to GATX's Annual Report
on Form 10-K for the fiscal year ended December 31, 1991, file number
1-2328.
10C. Management Incentive Compensation Plan dated January 1, 1993, file
number 1-2328, submitted to the SEC along with the electronic
submission of this Report on
Form 10-K.
10D. GATX Corporation Deferred Fee Plan for Directors, effective April
1982, as amended, incorporated by reference to GATX's Annual Report on
Form 10-K for the fiscal year ended December 31, 1991, file number
1-2328.
10E. 1984 Executive Deferred Income Plan Participation Agreement between
GATX Corporation and participating directors and executive officers
dated September 1, 1984, as amended, incorporated by reference to
GATX's Annual Report on Form 10-K for the fiscal year ended
December 31, 1991, file number 1-2328.
-12-
EXHIBIT INDEX - CONTINUED
Exhibit
Number Exhibit Description Page
10F. 1985 Executive Deferred Income Plan Participation Agreement between
GATX Corporation and participating directors and executive officers
dated July 1, 1985, as amended, incorporated by reference to GATX's
Annual Report on Form 10-K for the fiscal year ended December 31,
1991, file number 1-2328.
10G. 1987 Executive Deferred Income Plan Participation Agreement between
GATX Corporation and participating directors and executive officers
dated December 31, 1986, as amended, incorporated by reference to
GATX's Annual Report on Form 10-K for the fiscal year ended
December 31, 1991, file number 1-2328.
10H. Amendment to Executive Deferred Income Plan Participation Agreements
between GATX and certain participating directors and participating
executive officers entered into as of January 1, 1990, incorporated by
reference to GATX's Annual Report on Form 10-K for the fiscal year
ended December 31, 1989, file number 1-2328.
10I. Retirement Supplement to Executive Deferred Income Plan Participation
Agreements entered into as of January 23, 1990, between GATX and
certain participating directors incorporated by reference to GATX's
Annual Report on Form 10-K for the fiscal year ended December 31,
1989, file number 1-2328 and between GATX and certain other
participating directors incorporated by reference to GATX's Annual
Report on Form 10-K for the fiscal year ended December 31, 1990, file
number 1-2328.
10J. Amendment to Executive Deferred Income Plan Participation Agreements
between GATX and participating executive officers entered into as of
April 23, 1993. Submitted to the SEC along with the electronic
submission of this Report on Form 10-K.
10K. Agreement for Continued Employment Following Change of Control or
Disposition of a Subsidiary between GATX Corporation and certain
executive officers dated as of January 1, 1992, incorporated by
reference to GATX's Annual Report on Form 10-K for the fiscal year
ended December 31, 1991, file number 1-2328 and between GATX and an
additional executive officer dated as of January 1, 1992, incorporated
by reference to GATX's Annual Report on Form 10-K for the fiscal year
ended December 31, 1992, file number 1-2328.
-13-
EXHIBIT INDEX - CONTINUED
Exhibit
Number Exhibit Description Page
10L. Letter agreement dated March 5, 1986, between GATX
Corporation and an executive officer of GATX, incorporated by
reference to GATX's Annual Report on Form 10-K for the fiscal
year ended December 31, 1988, file number 1-2328.
10M. Letter agreement dated June 5, 1987, between GATX Corporation
and an executive officer of GATX, incorporated by reference
to GATX's Annual Report on Form 10-K for the fiscal year
ended December 31, 1988, file number 1-2328.
10N. Director Retirement Plan effective January 1, 1992,
incorporated by reference to GATX's Annual Report on Form 10-
K for the fiscal year ended December 31, 1992, file number 1-
2328.
11. Statements regarding computation of net income (loss)
per share. 32-33
12. Statement regarding computation of ratios of earnings
to combined fixed charges and preferred stock dividends.34
13. Annual Report to Shareholders for the year ended
December 31, 1993, pages 27-65, with respect to the
Annual Report on Form 10-K for the fiscal year ended
December 31, 1993, file number 1-2328. Submitted to the
SEC along with the electronic submission of this Report
on Form 10-K.
22. Subsidiaries of the Registrant. 35
24. Consent of Independent Auditors. 36
25. Powers of Attorney with respect to the Annual Report on Form
10-K for the fiscal year ended December 31, 1993, file number
1-2328. Submitted to the SEC along with the electronic
submission of this Report on Form 10-K.
28A. Undertakings to the GATX Corporation 1980 Long Term
Incentive Plan, incorporated by reference to the
Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1982, file number 1-2328.
28B. Undertakings to the GATX Corporation Salaried Employees
Retirement Savings Plan, incorporated by reference to GATX's
Annual Report on Form 10-K for the fiscal year ended
December 31, 1982, file number 1-2328.
28C. Undertakings to the GATX Corporation 1985 Long Term Incentive
Plan, incorporated by reference to GATX's Annual Report on
Form 10-K for the fiscal year ended December 31, 1985, file
number 1-2328.
-14-
REPORT OF INDEPENDENT AUDITORS
To the Shareholders
and Board of Directors
GATX Corporation
We have audited the consolidated financial statements and related schedules of
GATX Corporation and subsidiaries listed in Item 14 (a)(1) and (2) of the Annual
Report on Form 10-K of GATX Corporation for the year ended December 31, 1993.
These financial statements and related schedules are the responsibility of
GATX's management. Our responsibility is to express an opinion on these
financial statements and related schedules 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 and related schedules.
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 consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of GATX
Corporation and subsidiaries at December 31, 1993 and 1992, and the results of
their operations and their cash flows for each of the three years in the period
ended December 31, 1993, in conformity with generally accepted accounting
principles. Also, in our opinion, the related financial statements schedules,
when considered in relation to the basic financial statements taken as a whole,
present fairly in all material respects, the information set forth therein.
As discussed in the notes to the consolidated financial statements, in 1992 the
Company changed its method of accounting for the postretirement benefits other
than pensions and income taxes.
ERNST & YOUNG
Chicago, Illinois
January 25, 1994
-15-
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 CORPORATION
(Registrant)
/s/James J. Glasser
-------------------------------
James J. Glasser
Chairman of the Board, President
and Chief Executive Officer
March 21, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
/s/James J. Glasser
----------------------
James J. Glasser Chairman of the Board, President
March 21, 1994 and Chief Executive Officer
/s/John F. Chlebowski, Jr.
-------------------------
John F. Chlebowski, Jr. Vice President, Finance and
March 21, 1994 Chief Financial Officer
/s/Ralph L. O'Hara
----------------------
Ralph L. O'Hara Controller and
March 21, 1994 Principal Accounting Officer
Weston R. Christopherson Director
Franklin A. Cole Director
James W. Cozad Director By /s/Paul A. Heinen
Robert J. Day Director (Paul A. Heinen,
James L. Dutt Director Attorney-in-Fact)
Deborah M. Fretz Director
Richard A. Giesen Director
Charles Marshall Director
Michael E. Murphy Director
Marcia T. Thompson Director Date: March 21, 1994
-16-
SCHEDULE III - CONDENSED FINANCIAL INFORMATION OF REGISTRANT
GATX CORPORATION
(PARENT COMPANY)
STATEMENTS OF INCOME
(IN MILLIONS)
Year Ended December 31
1993 1992 1991
Gross loss $ (5.5) $ (4.5) $ (5.1)
Costs and expenses
Interest 18.4 23.3 24.6
Provision for depreciation .4 .3 .5
Selling, general and administrative 23.2 18.8 14.2
------ ------ ------
42.0 42.4 39.3
------ ------ ------
Loss before income taxes, share of net
income of subsidiaries and cumulative
effect of accounting changes (47.5) (46.9) (44.4)
Income taxes (credit) (17.5) (13.3) (16.7)
------ ------ ------
Loss before share of net income
of subsidiaries and cumulative
effect of accounting changes (30.0) (33.6) (27.7)
Share of net income of subsidiaries 102.7 59.8 110.4
------ ------ ------
Income before cumulative effect
of accounting changes 72.7 26.2 82.7
Cumulative effect of accounting changes - (42.7) -
------ ------ ------
Net income (loss) $ 72.7 $(16.5) $ 82.7
====== ====== ======
-17-
SCHEDULE III - CONDENSED FINANCIAL INFORMATION OF REGISTRANT (CONT'D)
GATX CORPORATION
(PARENT COMPANY)
BALANCE SHEETS
(IN MILLIONS)
ASSETS
December 31
1993 1992
Cash and cash equivalents $ .1 $ .2
Property, plant and equipment 7.9 3.8
Less - Allowances for depreciation (.9) (3.3)
-------- --------
7.0 .5
Investment in subsidiaries 1,101.7 1,072.4
Other assets 16.3 18.9
TOTAL ASSETS $1,125.1 $1,092.0
======== ========
-18-
LIABILITIES, DEFERRED ITEMS AND SHAREHOLDERS' EQUITY
December 31
1993 1992
Accounts payable and accrued expenses $ 21.6 $ 23.8
Due to subsidiaries 450.9 446.2
Other deferred items 62.7 64.4
-------- --------
Total liabilities and deferred items 535.2 534.4
-------- --------
Shareholders' equity:
Preferred Stock 3.4 3.4
Common Stock 14.1 13.9
Additional Capital 312.4 306.9
Reinvested earnings 305.1 273.1
Cumulative foreign currency
translation adjustment 2.0 7.4
-------- --------
637.0 604.7
Less - Cost of shares in treasury (47.1) (47.1)
-------- --------
Total shareholders' equity 589.9 557.6
-------- --------
TOTAL LIABILITIES, DEFERRED ITEMS
AND SHAREHOLDERS' EQUITY $1,125.1 $1,092.0
======== ========
-19-
SCHEDULE III - CONDENSED FINANCIAL INFORMATION OF REGISTRANT (CONT'D)
GATX CORPORATION
(PARENT COMPANY)
STATEMENTS OF CASH FLOWS
(IN MILLIONS)
Year Ended December 31
1993 1992 1991
OPERATING ACTIVITIES
Net income (loss) $ 72.7 $ (16.5) $ 82.7
Adjustments to reconcile net
income (loss) to net cash provided by
(used in) operating activities:
Provision for depreciation .4 .3 .5
Deferred income taxes (credit) (9.1) (21.0) (9.6)
Cumulative effect of accounting changes - 42.7 -
Share of net income of subsidiaries
less dividends received (33.7) (3.5) (51.1)
Other (includes working capital) 8.0 (7.7) (10.2)
------- ------- ------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES 38.3 (5.7) 12.3
INVESTING ACTIVITIES
Additions to property, plant & equipment (7.1) (.1) (.1)
Investment in subsidiaries - (12.1) (32.7)
------- ------- ------
NET CASH USED IN
INVESTING ACTIVITIES (7.1) (12.2) (32.8)
FINANCING ACTIVITIES
Issuance of Common Stock under
employee benefit programs 4.7 1.2 3.3
Cash dividends to shareholders (40.7) (38.6) (36.5)
Advances from subsidiaries 4.7 54.7 53.8
------- ------- ------
NET CASH (USED IN) PROVIDED BY
FINANCING ACTIVITIES (31.3) 17.3 20.6
NET (DECREASE) INCREASE
IN CASH AND CASH EQUIVALENTS $ (.1)$ (.6) $ .1
======== ======= ======
-20-
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1993
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Balance at Other Charges - Balance
BeginningAdditions Add (Deduct) - at End
CLASSIFICATION - NOTE A of Period at CostRetirements Describe of Period
Railcars and support facilities:
Railcars $1,649.8 $171.5 $ 20.5 $(143.3)(B) $1,657.5
Buildings and railcar
maintenance facilities 28.8 18.0 .5 - 46.3
Machinery and equipment 20.6 3.9 .1 - 24.4
Other assets 7.7 1.9 2.0 - 7.6
-------- ------ ------ ------- --------
Total railcars and
support facilities 1,706.9 195.3 23.1 (143.3) 1,735.8
Tank storage terminals and pipelines:
Land 36.1 - - - 36.1
Buildings and land
improvements 56.4 4.1 .1 (.1)(C) 60.3
Storage tanks and pipelines 283.2 21.3 1.1 (1.3)(C) 302.1
Docks 36.9 2.9 - (.1)(C) 39.7
Machinery, equipment
and fixtures 463.6 37.0 8.6 - 492.0
Construction in progress 31.7 8.9 - - 40.6
Other 41.7 3.6 1.0 (.3)(C) 44.0
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines 949.6 77.8 10.8 (1.8) 1,014.8
Great Lakes vessels 203.3 .1 - - 203.4
Operating lease investments
and other:
Operating lease investments268.6 117.9 30.3 (69.1)(D) 287.1
Land 2.3 - .4 - 1.9
Buildings .6 - - - .6
Machinery and equipment 22.9 9.1 1.4 - 30.6
Other 63.5 12.6 5.3 (39.9)(C) 30.9
-------- ------ ------ ------- --------
Total operating lease
investments and other 357.9 139.6 37.4 (109.0) 351.1
-------- ------ ------ ------- --------
TOTAL $3,217.7 $412.8 $ 71.3 $(254.1) $3,305.1
======== ====== ====== ======= ========
See notes to Schedule V on page 24.
-21-
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1992
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Balance at Other Charges - Balance
BeginningAdditions Add (Deduct) - at End
CLASSIFICATION - NOTE A of Period at CostRetirements Describe of Period
Railcars and support facilities:
Railcars $1,642.6 $108.2 $ 19.6 $ (81.4)(B) $1,649.8
Buildings and railcar
maintenance facilities 21.6 7.3 .1 - 28.8
Machinery and equipment 19.9 .9 .2 - 20.6
Other assets 7.8 .2 .3 - 7.7
-------- ------ ------ ------- --------
Total railcars and
support facilities 1,691.9 116.6 20.2 (81.4) 1,706.9
Tank storage terminals and pipelines:
Land 36.4 .1 - (.4)(C) 36.1
Buildings and land
improvements 54.0 3.6 .1 (1.1)(C) 56.4
Storage tanks and pipelines252.6 32.3 1.3 (.4)(C) 283.2
Docks 35.1 2.0 - (.2)(C) 36.9
Machinery, equipment
and fixtures 429.8 46.0 2.6 (9.6)(C) 463.6
Construction in progress 43.2 (11.0) - (.5)(C) 31.7
Other 39.3 3.2 - (.8)(C) 41.7
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines 890.4 76.2 4.0 (13.0) 949.6
Great Lakes vessels 217.9 .6 7.2 (8.0)(E) 203.3
Operating lease investments
and other:
Operating lease investments257.5 13.7 5.3 2.7 (D) 268.6
Land 2.3 - - - 2.3
Buildings .6 - - - .6
Machinery and equipment 24.9 3.6 5.6 - 22.9
Other 57.5 4.9 .7 1.8 (C) 63.5
-------- ------ ------ ------- --------
Total operating lease
investments and other 342.8 22.2 11.6 4.5 357.9
-------- ------ ------ ------- --------
TOTAL $3,143.0 $215.6 $ 43.0 $ (97.9) $3,217.7
======== ====== ====== ======= ========
See notes to Schedule V on page 24.
-22-
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1991
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Balance at Other Charges - Balance
Beginning Additions Add (Deduct) - at End
CLASSIFICATION - NOTE A of Period at Cost Retirements Describe of Period
Railcars and support facilities:
Railcars $1,639.8 $101.1 $ 20.6 $ (77.7)(B) $1,642.6
Buildings and railcar
maintenance facilities 21.5 .1 - - 21.6
Machinery and equipment 19.1 .9 .1 - 19.9
Other assets 7.5 .3 - - 7.8
-------- ------ ------ ------- --------
Total railcars and
support facilities 1,687.9 102.4 20.7 (77.7) 1,691.9
Tank storage terminals and pipelines:
Land 36.5 - - (.1)(C) 36.4
Buildings and land
improvements 54.6 3.2 - (3.8)(C) 54.0
Storage tanks and pipelines203.0 23.9 .4 26.1 (C) 252.6
Docks 33.1 1.2 - .8 (C) 35.1
Machinery, equipment
and fixtures 431.9 34.7 2.6 (34.2)(C) 429.8
Construction in progress 27.9 15.5 - (.2)(C) 43.2
Other 23.2 4.4 .2 11.9 (C) 39.3
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines810.2 82.9 3.2 .5 890.4
Great Lakes vessels 215.4 2.5 - - 217.9
Operating lease investments
and other:
Operating lease investments101.9 41.6 15.9 129.9 (D) 257.5
Land 1.5 .5 .1 .4 (C) 2.3
Buildings 1.7 - 1.1 - .6
Machinery and equipment 15.2 5.3 1.0 5.4 (F) 24.9
Other 52.4 5.6 2.1 1.6 (F) 57.5
-------- ------ ------ ------- --------
Total operating lease
investments and other 172.7 53.0 20.2 137.3 342.8
-------- ------ ------ ------- --------
TOTAL $2,886.2 $240.8 $ 44.1 $ 60.1 $3,143.0
======== ====== ====== ======= ========
See notes to Schedule V on page 24.
-23-
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
Note A - The estimated useful lives of depreciable assets are as follows:
Railcars 20 - 33 years
Great Lakes vessels 30 - 40 years
Buildings, leasehold improvements,
storage tanks and pipelines 5 - 45 years
Machinery and related equipment 3 - 20 years
Operating lease investments 3 - 40 years
Note B - Represents primarily the sale leaseback of certain railcar additions.
Note C - Represents adjustments associated with transfers and reclassifications
of certain facilities and other assets, and foreign currency
translation adjustments.
Note D - Represents adjustments associated with transfers and reclassifications
of operating lease assets and in 1993 represents primarily the sale
leaseback of a rail equipment portfolio.
Note E - Primarily represents expiration of capital lease related to one of
the vessels.
Note F - Represents primarily asset values assigned to GATX Logistics'
acquisitions.
-24-
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION
OF PROPERTY, PLANT AND EQUIPMENT
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1993
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Additions
Balance atCharged to Other Charges - Balance
Beginning Costs and Add (Deduct) - at End
DESCRIPTION of Period Expenses Retirements Describe of Period
Railcars and support facilities:
Railcars $ 768.7 $ 62.0 $ 15.5 $ (5.4)(A) $ 809.8
Buildings and railcar
maintenance facilities 14.7 .3 .4 - 14.6
Machinery and equipment 16.0 1.0 .2 - 16.8
Other assets 5.3 .5 2.0 - 3.8
-------- ------ ------ ------- --------
Total railcars and
support facilities 804.7 63.8 18.1 (5.4) 845.0
Tank storage terminals and pipelines:
Buildings and land
improvements 24.7 2.6 - (.1)(B) 27.2
Storage tanks and pipelines 91.0 10.8 .4 (.3)(B) 101.1
Docks 17.7 1.6 - - 19.3
Machinery, equipment
and fixtures 162.3 22.0 3.7 (.6)(B) 180.0
Other 18.1 3.5 .8 (.1)(B) 20.7
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines 313.8 40.5 4.9 (1.1) 348.3
Great Lakes vessels 85.9 5.6 - - 91.5
Operating lease investments
and other:
Operating lease investments 23.0 26.1 21.3 4.5 (C) 32.3
Buildings .2 - - - .2
Machinery and equipment 10.9 5.2 1.1 - 15.0
Other 14.9 5.5 4.1 (5.8)(B) 10.5
-------- ------ ------ ------- --------
Total operating lease
investments and other 49.0 36.8 26.5 (1.3) 58.0
-------- ------ ------ ------- --------
TOTAL $1,253.4 $146.7 $ 49.5 $ (7.8) $1,342.8
======== ====== ====== ======= ========
See notes to Schedule VI on page 28.
-25-
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION
OF PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1992
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Additions
Balance atCharged to Other Charges - Balance
Beginning Costs and Add (Deduct) - at End
DESCRIPTION of Period Expenses Retirements Describe of Period
Railcars and support facilities:
Railcars $ 724.8 $ 60.4 $ 14.8 $ (1.7)(A) $ 768.7
Buildings and railcar
maintenance facilities 14.4 .4 .1 - 14.7
Machinery and equipment 15.4 .8 .2 - 16.0
Other assets 4.6 1.0 .3 - 5.3
-------- ------ ------ ------- --------
Total railcars and
support facilities 759.2 62.6 15.4 (1.7) 804.7
Tank storage terminals and pipelines:
Buildings and land
improvements 22.4 2.4 .1 - 24.7
Storage tanks and pipelines 81.6 10.3 .7 (.2)(B) 91.0
Docks 16.1 1.6 - - 17.7
Machinery, equipment
and fixtures 144.4 20.6 2.3 (.4)(B) 162.3
Other 14.9 3.2 - - 18.1
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines 279.4 38.1 3.1 (.6) 313.8
Great Lakes vessels 94.7 5.6 6.5 (7.9) 85.9
Operating lease investments
and other:
Operating lease investments 16.6 14.6 2.2 (6.0)(C) 23.0
Buildings .2 - - - .2
Machinery and equipment 10.5 4.9 4.4 (.1)(B) 10.9
Other 10.4 8.0 .4 (3.1)(B) 14.9
-------- ------ ------ ------- --------
Total operating lease
investments and other 37.7 27.5 7.0 (9.2) 49.0
-------- ------ ------ ------- --------
TOTAL $1,171.0 $133.8 $ 32.0 $(19.4) $1,253.4
======== ====== ====== ======= ========
See notes to Schedule VI on page 28.
-26-
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION
OF PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
YEAR ENDED DECEMBER 31, 1991
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Additions
Balance atCharged to Other Charges - Balance
Beginning Costs and Add (Deduct) - at End
DESCRIPTION of Period Expenses Retirements Describe of Period
Railcars and support facilities:
Railcars $ 682.9 $ 60.4 $ 14.6 $ (3.9)(A) $ 724.8
Buildings and railcar
maintenance facilities 14.0 .4 - - 14.4
Machinery and equipment 14.7 .7 - - 15.4
Other assets 3.9 .7 - - 4.6
-------- ------ ------ ------- --------
Total railcars and
support facilities 715.5 62.2 14.6 (3.9) 759.2
Tank storage terminals and pipelines:
Buildings and land
improvements 20.6 2.3 - (.5)(B) 22.4
Storage tanks & pipelines 85.1 9.7 .1 (13.1)(B) 81.6
Docks 14.6 1.5 - - 16.1
Machinery,
equipment & fixtures 119.6 19.0 1.2 7.0 (B) 144.4
Other 6.0 3.0 .2 6.1 (B) 14.9
-------- ------ ------ ------- --------
Total tank storage
terminals and pipelines 245.9 35.5 1.5 (.5) 279.4
Great Lakes vessels 89.1 5.6 - - 94.7
Operating lease investments
and other:
Operating lease investments 15.7 11.5 .1 (10.5)(C) 16.6
Buildings .5 .4 .2 (.5)(B) .2
Machinery and equipment 7.0 4.2 .7 - 10.5
Other 6.6 4.8 .5 (.5)(B) 10.4
-------- ------ ------ ------- --------
Total operating lease
investments and other 29.8 20.9 1.5 (11.5) 37.7
-------- ------ ------ ------- --------
TOTAL $1,080.3 $124.2 $ 17.6 $(15.9) $1,171.0
======== ====== ====== ======= ========
See notes to Schedule VI on page 28.
-27-
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION
OF PROPERTY, PLANT AND EQUIPMENT (CONT'D)
GATX CORPORATION AND SUBSIDIARIES
Note A -
In 1993, represents $2.8 million of accumulated depreciation related to
the sale leaseback of railcars and $3.5 million related to the early
disposal of railcars, offset by $.9 million of reserves for the cost of
scrapped railcars. In 1992, represents $6.0 million of accumulated
depreciation related to the sale leaseback of railcars and $1.2 million
for an early disposal, offset by $5.5 million of reserves for the cost
of scrapped railcars. In 1991, represents $3.0 million of accumulated
depreciation related to the sale leaseback of railcars increased by a
$.9 million loss on the cost of scrapped railcars.
Note B -
Represents adjustments associated with transfers and reclassifications
of certain facilities and other assets, and foreign currency translation
adjustments.
Note C -
Represents adjustments associated with transfers and reclassifications
of operating lease assets.
-28-
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS
GATX CORPORATION AND SUBSIDIARIES
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
ADDITIONS
(1) (2)
Balance atCharged to Charged to Balance
Beginning Costs andOther Accounts-Deductions-at End
DESCRIPTION of Period Expenses Describe Describe of Period
Year ended December 31, 1993:
Allowance for possible
losses - Note A $110.9 $ 29.6 $ 2.1(C) $ 46.6(D) $ 96.0
Year ended December 31, 1992:
Allowance for possible
losses - Note A $ 81.0 $ 82.5 $ .7(C) $ 53.3(D) $110.9
Reserve for costs of
closing or disposing of
certain manufacturing
facilities - Note B 2.7 - - 2.7(E) -
Year ended December 31, 1991:
Allowance for possible
losses - Note A $ 66.3 $ 40.6 $ 1.7(C) $ 27.6(D) $ 81.0
Reserve for costs of
closing or disposing of
certain manufacturing
facilities - Note B 2.4 - .3(C) - 2.7
Note A - Deducted from asset accounts.
Note B - Included in other deferred items in the consolidated balance sheets.
Note C - Represents recovery of amounts previously written off.
Note D - Represents principally reductions in asset values charged off or transferred to claims and
uncollectible amounts.
Note E - Represents transfer to non-asset related reserves.
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SCHEDULE IX - SHORT-TERM BORROWINGS
GATX CORPORATION AND SUBSIDIARIES
(IN MILLIONS)
COL. A COL. B COL. C COL. D COL. E COL. F
Maximum Average Weighted
Weighted Amount Amount Average
Balance Average OutstandingOutstanding Interest Rate
CATEGORY OF AGGREGATEat End ofInterest During the During the During the
SHORT-TERM BORROWINGS Period Rate Period Period (C) Period (D)
At December 31, 1993:
Commercial paper (A) $129.7 3.60% $265.8 $178.8 3.65%
Other short-term
borrowings (B) 96.4 4.23 174.3 103.1 4.29(E)
------
TOTAL $226.1
======
At December 31, 1992:
Commercial paper (A) $189.8 4.07% $242.5 $190.1 4.36%
Other short-term
borrowings (B) 141.6 4.82 141.6 89.2 5.49(E)
------
TOTAL $331.4
======
At December 31, 1991:
Commercial paper (A) $228.9 6.50% $228.9 $176.4 6.84%
Other short-term
borrowings (B) 92.8 7.95 126.8 83.9 7.98(E)
------
TOTAL $321.7
======
Note A -Commercial paper generally matures within three months from date of issuance with no provision for the extension of its
maturity.
Note B -Other short-term borrowings represents primarily borrowings under lines of credit.
Note C -The average amount outstanding during the period was calculated by adding the average monthly balances and dividing by
12.
Note D -The weighted average interest rate during the period was computed by dividing the actual interest expense by the
average short-term financing outstanding.
Note E -Weighted average interest rate during the period includes interest charges on overdrafts.
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SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION
GATX CORPORATION AND SUBSIDIARIES
(IN MILLIONS)
COL. A COL. B
ITEM Charged to Costs and Expenses
Year Ended December 31,
1993 1992 1991
Maintenance and repairs $103.5 $ 97.3 $ 88.9
======= ======= =======
Taxes (other than payroll and income taxes):
Railcars $ 3.9 $ 3.8 $ 3.3
Franchise and miscellaneous 2.7 2.5 .2
Real estate and personal property 17.7 15.7 14.5
------ ------ ------
$ 24.3 $ 22.0 $ 18.0
======= ======= =======
Amounts for royalties, advertising costs, and amortization of intangibles are
not presented as such amounts are less than 1% of gross income.
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