-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, WQihuOzkAk4Od5qJy4ybY+QF34BML6bQ5/ZYGIixggBab88/iJL2lM3tlv218H6W OBr1+ie16yzUy8iO1ee3jQ== 0000357019-94-000012.txt : 19940518 0000357019-94-000012.hdr.sgml : 19940518 ACCESSION NUMBER: 0000357019-94-000012 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940331 FILED AS OF DATE: 19940512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GATX CAPITAL CORP CENTRAL INDEX KEY: 0000357019 STANDARD INDUSTRIAL CLASSIFICATION: 6199 IRS NUMBER: 941661392 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08319 FILM NUMBER: 94527317 BUSINESS ADDRESS: STREET 1: FOUR EMBARCADERO CTR, SUITE 2200 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4159553200 FORMER COMPANY: FORMER CONFORMED NAME: GATX LEASING CORP DATE OF NAME CHANGE: 19900405 10-Q 1 MARCH 31, 1994 1OQ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended Commission File Number March 31, 1994 I-8319 GATX CAPITAL CORPORATION Incorporated in the IRS Employer Identification Number State of Delaware 94-1661392 Four Embarcadero Center San Francisco, CA 94111 (415) 955-3200 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X NO --- --- All Common Stock of Registrant is held by GATX Financial Services, Inc. (a wholly-owned subsidiary of GATX Corporation). As of April 29, 1994, Registrant has outstanding 1,031,250 shares of $1 par value Common Stock. THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT. PART I. FINANCIAL INFORMATION GATX CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in Thousands)
March 31, December 31, March 31, 1994 1993 1993 ----------- ------------ ---------- ASSETS Cash and cash equivalents $ 5,350 $ 12,950 $ 12,974 Investments: Direct financing leases 264,589 275,605 259,678 Leveraged leases 248,979 224,953 256,182 Operating lease equipment - net of depreciation 313,039 254,651 191,415 Secured loans 257,702 226,073 239,498 Investment in joint ventures 192,911 197,720 185,744 Assets held for sale or lease 60,072 56,777 157,027 Other investments 22,698 24,298 62,926 Investment in future residuals 13,794 14,071 16,500 Less: Allowance for possible losses (93,773) (88,193) (100,684) ----------- ----------- ---------- Total investments 1,280,011 1,185,955 1,268,286 Due from GATX Corporation 39,493 42,638 43,413 Intangible assets 3,962 4,027 4,127 Other assets 10,926 11,028 17,291 ----------- ----------- ---------- TOTAL ASSETS $1,339,742 $1,256,598 $1,346,091 =========== =========== =========== LIABILITIES AND STOCKHOLDER'S EQUITY Accrued interest and other payables $ 49,343 $ 58,126 $ 49,916 Debt financing: Commercial paper and bankers' acceptances 200,140 104,164 180,651 Notes payable 20,438 17,771 49,975 Obligations under capital lease 21,591 22,442 30,064 Senior term notes 615,600 624,850 572,375 ---------- ---------- ---------- Total debt financing 857,769 769,227 833,065 ---------- ---------- ---------- Nonrecourse obligations 73,273 68,058 103,839 Deferred income 59,855 62,965 70,472 Deferred income taxes 9,631 11,053 7,626 Stockholder's equity: Convertible preferred stock 1,027 1,027 1,027 Common stock 1,031 1,031 1,031 Additional-paid in capital 151,902 151,902 151,902 Reinvested earnings 136,845 133,570 127,853 Equity adjustment from foreign currency translation (934) (361) (640) ---------- ---------- ---------- Total stockholder's equity 289,871 287,169 281,173 ---------- ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $1,339,742 $1,256,598 $1,346,091 ========== ========== ==========
GATX CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND REINVESTED EARNINGS (in Thousands)
Three Months Ended March 31, 1994 1993 -------- -------- Earned income: Leases $ 36,313 $ 28,902 Gain on disposition of equipment 3,992 8,737 Interest 5,267 5,442 Investment in joint ventures 1,211 2,465 Fees 3,738 970 Other 842 187 --------- --------- 51,363 46,703 --------- --------- Expenses: Interest 15,107 16,856 Operating leases 11,621 5,519 Selling, general and administrative 8,516 8,821 Provision for possible losses 6,000 4,000 Other 158 753 --------- --------- 41,402 35,949 --------- --------- INCOME BEFORE INCOME TAXES 9,961 10,754 --------- --------- Income taxes: Current income tax expense 4,253 833 Deferred income tax (benefit)/expense (219) 3,308 --------- --------- 4,034 4,141 --------- --------- NET INCOME 5,927 6,613 Reinvested earnings at beginning of period 133,570 123,771 Advances on dividends paid to stockholder (2,652) (2,531) --------- --------- REINVESTED EARNINGS AT END OF PERIOD $136,845 $127,853 ======== ========
[CAPTION] GATX CAPITAL CORPORATION AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED CASH FLOWS (In Thousands)
Three Months Ended March 31, 1994 1993 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 5,927 $ 6,613 Adjustments to reconcile net income to net cash from operating activities: Provision for possible losses 6,000 4,000 Depreciation expense 7,576 4,476 Provision for deferred income tax (benefit)/expense (219) 3,308 Gain on disposition of equipment (3,992) (8,737) Joint venture investment income (1,211) (2,465) Non-cash changes in assets and liabilities: Due from GATX Corporation 3,145 (7,759) Accrued interest and other payables (8,783) (5,336) Deferred income (95) (64) Other-net (897) (2,730) --------- --------- Net cash flows provided by (used in) operating activities 7,451 (8,694) --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Investments in leased equipment, net of nonrecourse borrowings for leveraged leases (91,079) (15,064) Loans extended to borrowers (39,583) (13,024) Other investments (427) (13,294) --------- --------- Total investments (131,089) (41,382) --------- --------- Lease rents received, net of earned income and leveraged lease nonrecourse debt service 4,311 14,397 Loan principal received 7,441 16,004 Proceeds from disposition of equipment 13,239 12,996 Joint venture cash distributions 6,469 2,856 --------- -------- Recovery of investments 31,460 46,253 --------- --------- Net cash flows (used in) provided by investing activities (99,629) 4,871 -------- --------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase in short term borrowings 98,643 32,535 Proceeds from issuance of long term debt 20,000 45,000 Repayment of long term debt (29,250) (68,823) Repayment of capital lease obligations (851) (1,300) Repayment of nonrecourse obligations (1,312) (911) Dividends paid to stockholder (2,652) (2,531) --------- --------- Net cash flows provided by financing activities 84,578 3,970 --------- --------- Net (decrease) increase in cash and cash equivalents (7,600) 147 Cash and cash equivalents at the beginning of the period 12,950 12,827 --------- --------- Cash and cash equivalents at the end of the period $ 5,350 $ 12,974 ========= =========
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS March 31, 1994 and 1993 1. General The consolidated balance sheet at December 31, 1993 was derived from the audited financial statements at that date. All other consolidated financial statements are unaudited and include all adjustments, consisting only of normal recurring items, which management considers necessary for a fair statement of the consolidated results of operations and financial position for and as of the end of the indicated periods. Operating results for the three months ended March 31, 1994 are not necessarily indicative of the results that may be achieved for the entire year. 2. Reclassifications and restatement Certain amounts in the financial statements presented have been reclassified to conform prior years' data to the current presentation. MANAGEMENT'S DISCUSSION AND ANALYSIS Comparison of Three Months Ended March 31, 1994 to Three Months Ended - - --------------------------------------------------------------------- March 31, 1993 - - -------------- GATX Capital Corporation's net income for the three months ended March 31, 1994, was $5.9 million compared to $6.6 million in the comparable period of 1993. Total earned income was up $4.7 million for the first three months of 1994 compared to the same period in 1993 principally due to increases in lease and fee income, offset by declines in disposition gains and joint venture income. The increase in lease income was the result of new investment volume. Approximately one half of the increase was related to an off-balance sheet sale leaseback transaction of rail equipment acquired during the second quarter of 1993. The remaining increase corresponds to the increase in lease invest- ments on the balance sheet. Fee income was higher during the first quarter of 1994 due to the small number of fees generated during Disposition gains were generated primarily from the sale of rail and marine equipment. These gains occur unevenly throughout the year as well as from period to period. Joint venture income was lower in 1994 due primarily to the revised residual estimates at one of the Company's technology finance joint ventures. These revised estimates resulted in the reversal of $1.0 million of income in the second quarter of 1993 which had been recognized in the first quarter of 1993. No further income has been recorded for that joint venture. Total expenses increased $5.5 million between periods primarily due to an increase in operating lease expense, partially offset by decreases in interest and other expenses. The increase in operating lease expense is principally due to increased depreciation and rent expense on operating leases. The increase in depreciation is due to the overall increase in the operating lease portfolio. The increase in rent expense resulted primarily from the sale leaseback transaction discussed above. Interest expense declined between periods due principally to the sale of half of the Company's investment in a cogeneration facility during the fourth quarter of 1993. In the first quarter of 1993, interest was accrued on the debt related to this facility. The remaining investment is currently accounted for using the equity method and, therefore, interest expense is not separately recorded. The Company provided $6.0 million for possible losses during the first quarter of 1994 to bring the allowance for possible losses to $93.8 million, or 6.8% of total investments. Floating rate debt financing represented approximately 35.5% of the Company's capital structure at March 31, 1994. These borrowings support leases and loans tied to the "prime" or similar rates and certain other owned assets. At March 31, 1994, the Company had $71.9 million more floating rate debt than floating rate assets. The Company's backlog at March 31, 1994 was $120.5 million. At March 31, 1994, the Company had a $300 million shelf registration for Series C medium term notes, of which $20.0 million had been issued. The Company also had unused capacity under its credit agreements of $85.8 million at March 31, 1994. Part II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K The Company was not required to report any events pursuant to the instructions for Form 8-K for any of the three months ended March 31, 1994. Signatures 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 CAPITAL CORPORATION /s/ Ronald H. Zech ------------------------- Ronald H. Zech President, Director, and Chief Executive Officer /s/ Curt F. Glenn -------------------------- Curt F. Glenn Principal Accounting Officer and Vice President & Controller May 11, 1994
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