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GATX, Brookfield Infra acquires 105,000 railcars from Wells Fargo for US$4.4 billion

On May 29, 2025, GATX Corporation has entered into a definitive agreement to acquire approximately 105,000 railcars from Wells Fargo for US$4.4 billion (approximately C$6.0 billion) through a newly formed joint venture with Brookfield Infrastructure Partners L.P. and its institutional partners. GATX will initially own 30% of the joint venture, with Brookfield Infrastructure holding the remaining 70%. GATX will manage the assets and maintain operational control, with options to acquire Brookfield’s equity over time. The joint venture will be funded through equity contributions and a fully underwritten US$3.2 billion unsecured term loan and US$250 million unsecured revolving credit facility provided by Wells Fargo Securities, BofA Securities, MUFG Bank Ltd., and Sumitomo Mitsui Banking Corporation. GATX's initial equity contribution will be approximately US$400 million (about C$546 million), funded through internal cash flow and financing activities. BofA Securities acted as sole financial advisor to GATX and Brookfield Infrastructure.

Mayer Brown is serving as legal counsel to GATX, while Skadden, Arps, Slate, Meagher & Flom LLP is acting for Brookfield Infrastructure. Additionally, Wells Fargo Securities, LLC served as exclusive financial advisor, and Simpson Thacher & Bartlett LLP acted as legal counsel to Wells Fargo in connection with the transaction. GATX expects the transaction to be modestly accretive to earnings per share in the first full year after closing, with increasing contributions over time. The deal is subject to regulatory approvals and is expected to close by Q1 2026 or earlier.

Company

Brookfield Infrastructure Partners L.P.

Law Firm / Organization
Fasken Martineau DuMoulin LLP

Company

Wells Fargo

Law Firm / Organization
Simpson Thacher & Bartlett LLP
Merger & Acquisition
Infrastructure
$ 6,000,000,000
Closed
01 January 2026