In May, GATX Corp. and Brookfield Infrastructure Partners L.P. entered into a definitive agreement to acquire Wells Fargo’s rail operating lease portfolio of approximately 105,000 railcars for $4.4 billion. On Dec. 23, the joint venture partners announced that they have received all required regulatory clearances to complete the transaction, which GATX anticipates will close on or about Jan. 1, 2026. Initial joint venture equity ownership will be GATX (30%) and Brookfield Infrastructure (70%), with GATX having the option to acquire 100% of the joint venture equity over time. Additionally, Brookfield Infrastructure has entered into an agreement to directly acquire Wells Fargo’s rail finance-lease portfolio, composed of approximately 23,000 railcars and approximately 440 locomotives. GATX will serve as manager of the railcars in the joint venture and of the finance-lease railcars and locomotives directly owned by Brookfield Infrastructure. Wells Fargo’s 105,000 railcar operating lease portfolio consists primarily of freight cars (95%), spread across a diverse mix of specific car types.Fleet utilization when the deal was announced was approximately 97%. Joint Venture Structure Initial equity ownership in the joint venture will be shared between GATX (30%) and Brookfield Infrastructure (70%). GATX will have commercial and operational control of the joint venture assets and will manage all assets on behalf of the partners. “GATX will hold a series of annual call options that, if exercised, will enable GATX to acquire up to 100% of Brookfield Infrastructure’s equity interest over time,” the company said. “If each annual call option is exercised, GATX would acquire…
