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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 28, 2008
THE GREENBRIER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Commission File No. 1-13146
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Oregon
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93-0816972 |
(State of Incorporation)
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(I.R.S. Employer Identification No.) |
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One Centerpointe Drive, Suite 200, Lake Oswego, OR
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97035 |
(Address of principal executive offices)
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(Zip Code) |
(503) 684-7000
(Registrants telephone number, including area code)
Former name or former address, if changed since last report: N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets
On March 28, 2008, The Greenbrier Companies, Inc. (the Company) and its subsidiary Gunderson
Rail Services, an Oregon limited liability company, completed the previously announced acquisition
of substantially all of the operating assets of American Allied Railway Equipment Co., Inc., an
Illinois corporation, American Allied Freight Car Co., Inc., an Illinois corporation, and American
Allied Equipment Co. South, L.L.C., a Georgia limited liability company, related to the sellers
wheel maintenance services and parts reconditioning businesses for approximately $83,000,000 in
cash. This Current Report on Form 8-K is filed for precautionary purposes pending further review
by the Company as the Company does not believe that the acquisition involved a significant amount
of assets under Item 2.01 of Form 8-K.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired.
To the extent the financial statements and additional information required pursuant to Item
9.01(a) of Form 8-K are determined to be required to be filed, they will be filed by amendment to
this Current Report on Form 8-K within 71 calendar days after the date on which this Current Report
on Form 8-K must be filed. This Current Report on Form 8-K is filed for precautionary purposes
pending further review by the Company as the Company does not believe that the acquisition involved
a significant amount of assets under Item 2.01 of Form 8-K.
(b) Pro Forma Financial Information.
To the extent the pro forma financial information required pursuant to Item 9.01(b) of Form
8-K is determined to be required to be filed, it will be filed by amendment to this Current Report
on Form 8-K within 71 calendar days after the date on which this Current Report on Form 8-K must be
filed. This Current Report on Form 8-K is filed for precautionary purposes pending further review
by the Company as the Company does not believe that the acquisition involved a significant amount
of assets under Item 2.01 of Form 8-K.
(d) Exhibits.
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Exhibit |
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Number |
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Description |
2.1
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Asset Purchase Agreement dated January 24, 2008 among Gunderson Rail Services LLC, an Oregon
limited liability company, and American Allied Railway Equipment Co., Inc., an Illinois
corporation, American Allied Freight Car Co., Inc., an Illinois corporation, and American Allied
Equipment Co. South, L.L.C., a Georgia limited liability company, and Jack A. Widmer |
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 hereunto duly authorized.
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THE GREENBRIER COMPANIES, INC.
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Date: April 3, 2008 |
By: |
/s/ Mark J. Rittenbaum
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Mark J. Rittenbaum, |
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Executive Vice President, Treasurer and
Chief Financial Officer
(Principal Financial and Accounting Officer) |
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